OFFICIAL DUNGEONS & DRAGONS® ADVENTURES

92 DUNGEON • THE SPIRAL OF MANZESSINE • BLOODLINES • THE LAST HUNT •• OMEGA WORLD SEPTEMBER/OCTOBER 2002
 ®
September/October 2002
Vol. XVI, No. 4 Issue #94

EDITORIAL 6

LETTERS 8
WORMS IN THE
BLOODLINES 16 EXCHEQUERY 58
Luke Johnson Frank Brunner
The long-forgotten monastery to the lord of winds A mysterious order of thieves have stolen the Infanta’s
hides a secret of immense evil. A D&D adventure for jewels, but all those who have faced them have per-
four 7th-level PCs but adaptable for levels 4–10. ished. A D&D adventure for four 15th-level PCs but
scalable for levels 11–19.

THE LAST HUNT 40

James Wilber CRITICAL THREAT:
Lord Algen rides again, but can he survive his final LARNYTH 66
quest without aid? A D&D adventure for four 4th-level Christopher Perkins
PCs but adaptable for levels 2–8. Size no longer matters when you walk tall and ride a
giant stone beetle. A D&D Critical Threat.

THE EXCAVATION 50
Michael T. Kuciak
The fall of a blackguard’s tower left a little something
behind for the unwary to discover. A D&D Side Trek for
four 3rd-level PCs but adaptable for levels 1–7.
SPIRAL OF MANZESSINE 68
David Noonan
Few can imagine a prison more terrifying than one run
by illithids. Welcome to Manzessine. A D&D adventure
for four 11th-level PCs but adaptable for levels 9–15.

CRITICAL THREAT:
NAKHTI 56 MAPS OF MYSTERY 92
Bruce R. Cordell
Is it possible to be more devoted to Nerull than if you’re
already dead?. A D&D Critical Threat. Nakhti supports “He was ill a long time. But it was not the horrors of prison
the new novel Oath of Nerull, by T.H. Lane. life, not the hard labour, the bad food, the shaven head, or the
patched clothes that crushed him. What did he care for all
those trials and hardships . . . it was not his shaven head and
his fetters he was ashamed of: his pride had been stung to the
quick. It was wounded pride that made him ill.”
—Fyodor Dostoevsky
Crime and Punishment
COVER
Deep within the Underdark of Faerûn lies Manzessine Prison, home to some of the creatures even mind flayers find abhorrent
enough to put away. What atrocity is horrid enough to warrant one mind flayer imprisoning another? Ask Absterthelid, illus-
trated menacingly by Wayne Reynolds, an escaped prisoner hoping to find freedom in “Spiral of Manzessine.”
 HATED, ONCE MORE!
Once upon a time, there was an editor. Some readers hated him because he ran neg-
ative reviews of their favorite games and others hated him because he was too easy Group Publisher Johnny Wilson
on games they didn’t like. Some game publishers hated him because they thought Editor Chris Thomasson
Art Director Kyle S. Hunter
the reviews he printed were unfair. At one time or another, nearly every publisher
in the computer game business thought the editor, who became an editor-in-chief, Contributing Editors Erik Mona
was out to get them. Ironically, there were times that some readers thought the Matthew Sernett
Stacie A. Fiorito
editor was in league with the very publishers that thought he was out to get them. Christopher Perkins
Instead of being depressed about being hated, the editor felt vindicated. He
believed that if he was getting shot at by both sides, he must be fairly objective in Production Director John Dunn
EDITORIAL

Production Designer Theresa Cummins

the way he was handling the editorial content. Circulation Director Pierce Watters
Today, that former editor-in-chief of Computer Gaming World is expecting to Advertising Sales Director Johnny Wilson
be hated once again. Now a publisher—indeed, the president of a new publishing Ad Traffic Manager Dawnelle Miesner
Cover Artist Wayne Reynolds
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digital nabobs of negativism were correct when they predicted that adding POLY- Frank Brunner Bruce R. Cordell
Luke Johnson Michael T. Kuciak
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David Noonan Christopher Perkins
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 LETTERS
Tell us what you think of this issue’s adventures. Write to:
Letters, DUNGEON Magazine, 1801 Lind Avenue S.W.,
Renton, WA 98055 or send an email to dungeon@wizards.com.
LETTERS
ON TOKENS
As with most letters you must receive, mine starts
with gushing praise. I absolutely love your magazine
and devour ever issue feverishly. The old format was
fine, but I do prefer the new one now that I know it
delivers more words per page. It’s all about content,
baby! On the topic of content, I have never been dis-
appointed in an issue. While not all adventures are to
my taste, and few fit into my campaign, they are
always a delight to read, and each issue gives me some-
thing new I can spring on my players.
The reason for my writing is that I’d like to add my
voice to the “great token debate.” First, I’m a big fan of
the tokens. Please keep them coming. In fact, I would
love to get two pages of tokens, even if only occasionally. I
wouldn’t mind paying slightly more per issue for this
feature.
Some have written in with suggestions for creating
tokens on the computer or using color copiers. This is
great advice, but it only works for those of us who can
spare the time. My life is different than it was when I
first started playing RPG’s (DUNGEONS & DRAGONS
Basic Set—I still have the box). Time is at a premium,
now. I appreciate having tokens hand delivered to my
mailbox. I also like them in full color, glossy, on qual-
ity card stock. I’m certain that Wizards of the Coast
can produce them cheaper that I can do it myself.
Besides, I’d rather be designing or DMing my cam-
paign!
Please do not label the monster names anywhere on
the front or back of the tokens themselves. I would
prefer my players not be given the names of the crea-
tures they encounter. Figuring that information out
for themselves is part of the fun, especially for the
novices (and I have a couple in my gaming group).
Granted, experienced players probably recognize the
pictures straight away, but labels still detract from the
realism. In my game world, monsters do not appear
with name tags.
I also like duplicate tokens, where the monster type
justifies them. This is one area where tokens are supe-
rior to miniatures. I don’t have enough orc minia-
tures to create a respectable horde, and probably
8
never will. I prefer variety in my collection. The last
time I went to the hobby store for orcs, I came home
with a wraith, a bugbear champion, and a drow priest-
ess complete with two giant spider pets. My money
spent, I never did get more orcs.
Lastly, I am all in favor of specialty tokens, such as
light sources, mounts, tables, chairs, treasure chests,
and so on. Hats off to Mr. Adkison (DUNGEON #90) for
his worthwhile suggestion. Preferably, this would be
on that bonus page I mentioned earlier (hint, hint).
One final comment: I know you’ve gotten some
flak over the tabloid-style tag-lines. For what it’s
worth, I think they are hilarious!
My thanks go out to your staff and writers for
preparing such a fine publication. Keep up the great
work! If anyone’s looking for me, I will be staked out
in front of my mailbox, waiting for D UNGEON #93.
Tim Forner
Vancouver, BC
Canada
We’re looking into variants on the monster tokens all the
time, as evidenced by issue #92’s SPELLJAMMER ships. Two
monster tokens might be out of our budget range, though.
Finally, we’re always interested in doing other premiums. If
there’s something you’d like to see other than monster chits,
drop us a line and let us know!
LET ME SUM UP
The arrival of DUNGEON #93 to my home is timely. The
first adventure in the magazine, “Vanity,” is surpris-
ingly well-suited for my playing group. We have a cur-
rent GREYHAWK campaign (modified from the “official”
material), where the player characters are situated in
Geoff and dealing with numerous humanoids. They
are also 5th-level. I plan on fitting this adventure into
the campaign as soon as possible, with some modifica-
tions, of course. Well done, DUNGEON crew and Mr.
Schell.
The artwork by Ron Spencer is excellent. I particu-
larly like his chimera rendition. The only complaint I
have is that I wish the pictures were larger and showed
more of the creatures! The cartography by Craig Zipse
is quite nice. His style in fascinating. The Proud Prow
Mountain map is the type I favor for wilderness maps.
The elevated look is cool, not to mention helpful to me
as a DM.
The “Statue Gallery” is not to my tastes, but there is
something very useful in the adventure. This goes to
show how part of an adventure, no matter how “small,”
can be utilized. The concept of the petrified statues,
before and after, is intriguing to say the least. It is
something I will consider for future adventures in my
campaign.
“Swamp Stomp” is a cunningly sneaky adventure. I
like it! The NPC motivations are solid and require some
dwelling on. Mr. Ward has an interactive adventure
here, one that I would like to fit into the campaign at a
later point. The picture on page 57 is striking!
The “Critical Threat” this issue is not all that useful
to me, but I am so impressed with the picture and map
of the threat that I am determined to find some way of
working it into the campaign. I am. No, really. The idea
of the other creatures and why they are there is one
worth exploiting.
I am not saying much about the content of “The
Storm Lord’s Keep,” because it is such a high-level
adventure, an area where I have little current experi-
ence in this version of D&D. The artwork and cartog-
raphy are good, as always. The plot seems a bit off, but
that’s probably me rather than an indication of the
quality of the adventure. My first impression is that I
think this adventure would have been better of with
changing the alignments of the primary “villains.” The
roleplaying possibilities are numerous, and the possi-
ble encounters in the adventure can still be viable.
Another fine issue. Thanks to everyone involved.
Darkkewulf
Via Email
RICH FOR MY BLOOD
First, I want to say that I think you’ve done incredible
things with DUNGEON over the last ten issues. Both the
quality and the value of the magazine are outstanding.
However, there is a trend that I need to object to:
handing out powerful magic items as standard-issue
equipment to rank-and-file monsters. The 3rd Edition
magic item creation rules don’t support it, and it’s not
in keeping with the spirit of the game.
The twelve sentry cloud giants in “The Storm Lord’s
Keep” are each identically equipped with 240,000 gp
worth of magic items. Feel free to check my numbers,
but that’s about the same total value as the magic pos-
sessed by each of the generic 20th-level characters in
the DUNGEON MASTER’s Guide. Should a single CR 19
monster have more magic wealth than a 20th-level
character? No, especially when the monsters are
meant to be no more than attrition encounters in the
adventure. So, if nothing else, the magic items each
sentry has are too powerful by a factor of two or three
pluses.
Now where could all of this magic have reasonably
come from? I notice that none of the spellcasters in
the keep have item creation feats, so they’re not home-
grown. Could the cloud giants be paying someone else
LETTERS
to produce this equipment? It doesn’t appear so, as
each sentry’s equipment is worth more than all of the
non-magical treasure to be found in the adventure.
Actually, this is another reason why the cloud giants
couldn’t produce the equipment themselves, as
making magic items isn’t free. The giants simply can’t
afford the magic items in the adventure. This could be
solved by dramatically increasing the amount of treas-
ure in the adventure, or much more easily by again
dropping more pluses from the sentries’ equipment.
Or could it be that the keep has been around forever
and all of this stuff is their adventuring loot? No. In
that case it wouldn’t all be identical, and there would
be tons of other treasure around, including many non-
giant-sized weapons.
Even if the giants did have the resources and the
item creation feats to manufacture all of their equip-
ment, do you think there is a spellcaster out there who
would devote a solid eight months of his valuable
time, and almost 10,000 experience points, to cranking
out the equipment necessary for each cloud giant
sentry? No way; never. From this angle, all of their
magic should be dropped, and they should just be
given adamantine weapons and armor (and an extraor-
dinary smith)—they are just sentries, after all, and
what spellcaster is going to give up his power to outfit
them? I think this is the best answer to the problem.
I understand that it would take space to detail dif-
ferent magic items for each high-level encounter, but I
think that’s the price to pay to be true to the game.
Imagine conquering a CR 22 monster and sorting
through its trove, to be told, “OK, you find three staffs
of power.” Can you see the jaws dropping? The allure of
magic items is one of the strongest draws of the game,
and by handing out powerful magic like cans of soda,
you’re destroying this allure. You can’t equip a group of
CR 19 monsters the same way you would equip a
group of orcs, not if you want “epic” to mean anything.
Aaron Salancy
Via Email
240,000 gp is pretty accurate; that exceeds the DUNGEON
MASTER’s Guide guidelines for an average 19th-level NPC
by about 70,000 gp. You just need to remember that the guide-
9
 lines for NPC gear are for NPCs of average wealth. The sen-
tries and guards of the Storm Lord serve a much more power-
ful character—a powerful king of the storm giants—and
therefore have access to wealth capable of garbing them in
above average gear. As for who would make the equipment, I
suppose you could ask the same question of the equipment car-
ried by any NPC, especially at high levels. Heck, the villains
should be asking the same question of the PCs! If we provided
the background information behind how every NPC came by
every piece of his gear, we wouldn’t have room to print the
LETTERS
actual adventures. Finally, realize that nearly all the sentries’
equipment in the adventure is, at best, equal to that which
should be carried by 21st-level characters, making it useful
only for the cash it could bring the PCs. But finding a buyer .
. . that sounds like another adventure altogether.
ADAPTABLE
I have been playing D&D for twelve years now, and I have
usually used the FORGOTTEN REALMS setting. I have used the
adventures in DUNGEON Magazine and easily inserted them
into my campaign; even the “Anvil of Time” (issue #86) was
not that difficult.
I really appreciated the SPELLJAMMER material (issue #92) as
it gave me a perfect place to move my high-level group in
preparationforthemtogoontoepiclevels.FreeingMoradin’s
Forge will be an epic adventure indeed.
Usually, the adventures in DUNGEON give my players
and myself hours of fun, with only minor tweaks here
and there. I was disappointed with Mr. Wyatt’s “The
Storm Lord’s Keep” (issue #93). The reason is that even
the low-level group I DM could have its cleric cast dis-
cern lies or zone of truth, so Elina would probably take a
spanking from the group’s female monk after the
cleric told the group, “She is not telling us all.” Other
than that, it is a great adventure.
Keep up the good work! I really enjoy the time spent
using your adventures, as well as the “Critical Threats.”
Don Sullivan
Avon Park, FL
It might be true that a group of adventurers figure out that
Elina the bard is hiding some material from them, as the
adventure points out. That’s unlikely to make the adventure
less fun, though. It’s also been our experience that groups
don’t tend to assume “helpful” NPCs always have ulterior
motives, preferring to give them the benefit of the doubt.
BLANKET POLYHEDRON
COMPLAINT LETTER
I would like to make a few comments on the recent
conversion of [Game Setting] to the so-called “Third Edi-
tion” D&D.
10
I have been a player of [Game Setting] since its creation
and was disappointed with how it was presented. You
have seemed somehow incapable of fitting hundreds of
pages of material into forty. Your “new” [Game Setting] is
basic, derivative, full of faddish “new ideas,” and ignores so
much of the history and flavor that made [Game Setting]
such a hit in the years before it was canceled.
Rules have been needlessly changed to fit the so-called
“new” “simplified” “Third Edition,” and the setting itself
has changed so much that [Game Setting]
veterans like myself can barely recognize it as being based
on an old game. How will new players cope?
I’ve had to personally convert all my old [Game Setting]
products to our group’s “Third Edition” (with all the nec-
essary fixes—which I’m not making “open game content”
so you can steal my ideas, you weasels), and have had to
introduce a fourth mirror dimension just to take account
of the official, broken rules from POLYHEDRON.
You should have more responsibility than to enter
something this atrocious into [Game Setting] canon, as if
we could just ignore it if we didn’t like it. This feeble copy
of the original, obviously published in a vain attempt to
fulfill Wo$C’s clear moral obligation to bring back [Game
Setting], is not even worth the five bucks I paid for it. At
that price you’d think you’d at least include some adven-
tures, industry news, and comics. But that’s what you get
from people who run a games company like a business,
without the deep love we true gamers have for the art.
In conclusion, until Wizard$ re-introduces [Game Set-
ting], THAC0, and publish that cross-over with Tunnels
and Trolls (1st edition, mind) we’ve all been waiting for, I
shall be forced to boycott your company and start pester-
ing Steve Jackson to bring back The Fantasy Trip.
In disgust,
Greg Gerrand
Via Email
Thanks for writing, [consumer]! Your letter is simply one of
many well-considered missives we’ve received since publishing
[Game Setting] (POLYHEDRON [month, issue number]).
While we intend all of our Mini-Games to appeal to the
widest varieties of gamer, we find that the best way to bilk people
out of their money is to return to old, outdated, unpopular games
or campaign settings (see Omega World,
POLYHEDRON p. 12). The best part is that we don’t even have to
pay attention to continuity, which we think is for nerds. So,
[consumer], thanks again for the feedback! Hopefully, this letter
will ignite an Internet controversy and sell a bunch of copies of
this issue.
In Mammon’s name,
Erik Mona, POLYHEDRON Editor
 BLOODLINES

16
 BLOODLINES
ARTWORK BY JASON A. ENGLE • CARTOGRAPHY BY ROBERT LEE
w Magic Items d Monsters
“Bloodlines” is a D&D adventure designed for four
PCs of 7th level. The characters can be of any race or
class, but a cleric with the ability to channel positive
energy will be quite helpful. Although designed for
7th-level characters, it is a simple matter to adapt the
module to challenge characters of higher or lower
levels. See the “Scaling the Adventure” sidebar for
some ideas about how to do this. “Bloodlines” can be
easily integrated into any campaign.
ADVENTURE
BACKGROUND
Count Noliss von Denn is a greedy, scheming, oily,
power-hungry aristocrat. He is the lord of a relatively
minor noble house in whatever kingdom you decide
to stage this adventure, and for years has been using
underhanded techniques, shady dealings, betrayals,
and blackmail to increase the power and resources of
his house. He has been steadily climbing the ranks of
power and has gained a reputation for infamy and dis-
honesty. In addition, he has been secretly studying
arcane magic, planning to use these arts to further
increase his pull.
Recently, Count Noliss discovered the existence of a
ruin in an old-growth forest not far from his home in
the fair-sized city of Etrial. Further investigation
turned up a few moldy records pertaining to this
ancient keep. Apparently, it was built a couple hun-
dred years ago by ancestors of Count Noliss, and then
sold fifty years later to the church of Obad-Hai. The
church granted this acquisition to a peaceful order of
monks devoted to the worship of Immshin, the
Master of Winds (see the “Immshin, Master of Winds”
sidebar). The monks converted the keep into a
monastery and lived there for about a hundred years;
fifty years ago, the structure was abandoned by the
BY LUKE JOHNSON
BLOODLINES
k NPCs s Objects c Settlements a Traps
monks and fell into obscurity and disrepair. It has
been standing vacant ever since.
Thinking to convert the building into a summer
retreat for himself, Noliss bought his ancestral keep
back from the church and hired a team of dwarven
stonemasons to renovate it and conduct the needed
repairs. He then went back to practicing sorcery and
scheming against the other noble houses of the king-
dom; the dwarves went to work.
Several weeks into the project, a messenger arrived
at the count’s manor with startling news. One of the
dwarven craftsmen had discovered a hollow wall
within the basement of the ruin, a fact not noted in the
monastery records. Whatever was beyond the wall
probably dated from when the structure was in von
Denn hands originally! The head mason ordered his
men to knock down the wall, revealing a hallway
stretching off into the darkness—apparently more of
the keep’s basement—covered with dust and radiating
a sense of extreme age. The walls were covered with
paintings of a yellow star on a black eagle wing—the
symbol of the Royal House of Jorat (the house of the
current king of the realm).
Count Noliss knew at once what this meant. If this
area of the keep did indeed date back to the original
von Denn inhabitants, then depictions of the royal
family’s sigil could indicate a relationship between
Houses von Denn and Jorat. Noliss has been striving
to improve his house’s standing for many years, but if
it were discovered that House Jorat and House von
Denn were related, he realized he could aim much,
much higher. Images of a crown began to glimmer at
the edges of his thoughts. He excitedly ordered his
carriage made ready and set out himself to oversee the
continuation of the excavations, and to offer a large
reward to anyone who came up with proof that the
two houses were indeed related.
17
 But when Noliss and his entourage arrived, there
remained no trace of the masons. The dwarves had
completely disappeared, leaving only a few hammers
and chisels lying rusted on the ground—and the wind
howled strangely over the ancient walls of the keep.
Unwilling to risk his own skin, Count Noliss
ordered one of his guards to enter the keep and see
what fate had befallen the masons. The man didn’t
return for a long time, and the count and his party
BLOODLINES
waited out the night for him. But come morning,
there was still no sign of the guard. Angry and fright-
ened, Noliss briefly considered putting his magical
powers to the test by delving into the ruin himself,
but he finally proved too much of a coward. Frus-
trated at this setback and at his own failings, fright-
ened of the unseen menace that had apparently dis-
patched both his guard and the dwarven craftsmen,
the count ordered his men to turn around and head
back to the city.
On the way back, however, it became apparent that
something from the keep was following them.
Glimpsed vaguely through the trees, loping through
the underbrush, it had such a smell of death about it
that the horses shied and reared. One man was thrown
from his saddle, and those who happened to glance
back saw a dark shape from the trees leap upon the
fallen rider, ripping into his throat with flashing teeth.
Men and horses shrieked in terror and the entourage
broke into full flight, the nobleman’s carriage bounc-
ing along the rough trail with painful bumps and jars.
Finally, they managed to burst from the trees to
behold a small band of travelers before them—the
PCs . . . just the type of patsies the count needs.
ADVENTURE SYNOPSIS
Count Noliss needs someone to delve into the ruins of
his keep and discover if House Jorat and House von
Denn are in fact related in some way. The PCs likely
show suitable bravery and combat prowess in defeat-
ing the creature (a ghast) that was dogging the count’s
entourage, prompting Noliss to enlist the characters
in his quest. Years of strained relations with other
noble houses has taught the count not to trust anyone,
however, and the PCs are even more suspect than
most. Noliss keeps tabs on the party with his magic,
and thus observes their trials and tribulations down in
the keep. What he discovers in this way moves him to
make the party’s return less than hospitable.
Meanwhile, the PCs descend into the abandoned
monastery and discover the evils that dwell below.
They discover clues and snatches of tantalizing infor-
mation that hint at the true doom that befell those
who dwelled in the keep over 150 years ago. Along the
18
way, they encounter tormented souls, corrupted by
the malign influence that was accidentally unleashed
in the ancient halls all those years in the past.
THE TRUTH
What actually happened at the keep? About 150 years
ago, Severi von Dorenn, an ancestor of the current
Count Noliss von Denn, was a respected and influen-
tial advisor to the king. He was also the royal court
wizard and a member of the powerful von Dorenn
family to boot. The von Dorenns were cousins of the
royal family and thus were well favored by the king.
They enjoyed a reputation across the land as being
just, fair, and noble. Severi von Dorenn was thought to
embody these concepts as much the rest of his aristo-
cratic family.
But Severi was filled with a burning avarice. He
yearned to take the throne for himself, and finally he
decided that the only way to accomplish this end was
to enlist the help of extraplanar forces. He began con-
tacting the lower planes. The secrets he learned fueled
his drive for power even further, and he consulted
fiends, archdevils, and all manner of foul creatures
before finally forming a plan that would place him on
the throne.
If Severi was nothing else, he was patient. So it was
that he bided his time for many years until finally the
queen began to grow great with child—the king’s first
progeny. Severi then began to implement his scheme.
Using foul magics to touch the unborn babe, Severi
brushed at its immature mind ever so softly, subtly
twisting the infant to his own ends. When it was old
enough, this prince would be unswervingly loyal to
Severi, and then it would be but a short time before
the wizard himself wore the crown. The enchantments
took hold, and all seemed to be going according to
plan. But when the child was born, something was
wrong: It had tiny horns and flashing red eyes.
The king and queen were devastated that their son
was so malformed, believing it to be a natural defect or
a curse from the gods. The common folk would never
be able to ignore such a child. If it were known that a
horned, fiendish-looking son was born to the king and
queen, the peasants would certainly succumb to fear
and rage, and perhaps turn against their monarch.
Sadly, the king ordered that his new babe be secreted
away for all time, never to show his face again. Severi
volunteered to look after him.
For many years, Severi and a household of unassum-
ing servants took care of the prince, living in an under-
ground level of an old von Dorenn keep. Severi kept a
close hold over the child, infusing him with even
more dark energy, hoping to gain a powerful cham-
pion out of his soon-to-be servant.
 But finally the wizard erred and went too far. The
already unstable prince became truly mad when he
reached young adulthood. One night he slunk from
his bed, knife in hand, and brutally murdered the holy
man of the keep, a young priest named Septimus. But
this was only a precursor to the true atrocity. Several
days later, brimming with insanity and incomprehen-
sible evil, the prince slew every man and woman
within the keep in a bloody scene of debauched butch-
ery. Not even Severi was spared this fate, and afterward
even the prince himself was consumed by the vile
contamination infesting his being. Before his end,
however, he followed instructions whispered by
voices from beyond the plane and scrawled a rune
onto the floor of his cell—a rune that would ensure
that the taint of evil would remain forever in the echo-
ing, underground corridors of the keep.
When the head of House von Dorenn discovered
the bloody bodies below his keep, he grew almost mad
with shame. Safeguarding the prince was the duty of
his house, and he had failed mightily. In an effort to
avoid embarrassment, he severed all ties with the
throne, exchanged his title of Baron for the lesser
Count, walled off the section of the basement where
these evils had taken place, sold the keep to the
Church of Obad-Hai, and finally, changed his family
name to von Denn. All those with any knowledge of
the travesty that took place in his cellars were sworn to
secrecy, and the story of the prince and his keeper
pqqqqrs
SCALING THE ADVENTURE
Though designed for a party of four 7th-level characters,
“Bloodlines” can be easily adapted to provide a challenge
for larger groups or for PCs of higher or lower level, simply
by changing the strength and number of the foes. Use the
following simple guidelines for ideas on how to accomplish
this. Remember that changing the number and strength of
the foes alters the experience points available and also
changes the treasure-to-experience ratio.
4th- to 6th-level: Run the adventure as written, but with
the following additional changes.
• Remove one ghast from area 3, one mummy from area
5, one shadow mastiff from area 8, and one shadow from
area 10a.
• Make the fiendish mohrg in area 15 a fiendish wight
instead, but use the rules for monster advancement
(Monster Manual pp. 12–14) to adjust its Hit Dice total to
be one or two higher than the average PC’s level.
• Replace the osyluth and kyton in area 14 with a fiendish
5th-level and a fiendish 4th-level human fighter (see
Monster Manual pp. 211–212). Assume that these were
deceased knights given unholy life by the power of the rune.
pqqqqrs
vanished into obscurity. But the fact remains that the
von Dorenns, cousins to kings, are ancestors of Count
Noliss von Denn.
The monks who came afterward used the keep for
almost one hundred years as a monastery before they
discovered the hollow wall within the basement. They
knocked down this wall and began to use the area
beyond just as they would any other part of the
monastery, even creating a small shrine to Immshin
BLOODLINES
down in the depths. But the monks who were rooming
below began to disappear, and other monks as well,
leaving nothing much behind except for occasional
bloodstains. In terror, the remaining monks re-walled
the area, believing (correctly) that they had despoiled
some evil or sacred place. But it didn’t help. Monks
continued to vanish until the final few fled in terror,
leaving the building a vacant haunt.
FOR THE PLAYERS
The central plot of this adventure revolves around
Count Noliss’s attempt to link his house with the
royal House of Jorat, and from there launch his ambi-
tious plan to land himself on the throne. An under-
standing of the intricacies of the political system isn’t
necessary; the players just need to understand that if
they manage to find something that could connect
von Denn’s house to House Jorat, Count Noliss will
be very happy.
• The sword Sunrazor is not flaming.
• Give the undead abbot in area 12 one or two fewer cler-
ic levels. Keep his level on par with the average party level.
• Adjust Count Noliss’s level to be two levels higher than
the average party level (drop his wizard levels, not his aris-
tocrat levels).
8th- to 10th-level: Run the adventure as written, but with
the following additional changes.
• Add one ghast to area 3, two mummies to area 5, one
shadow mastiff to area 8, and one shadow to area 10a.
• Use the rules for monster advancement (Monster
Manual pp. 12-14) to add 1, 2, or 3 Hit Dice (depending on
the party’s average level) to the fiendish mohrg in area 15.
• Replace the osyluth and kyton in area 14 with a barbazu
and a hamatula (devils). The sword Sunrazor becomes a +2
longsword bane vs. evil outsiders. It retains its searing light
ability.
• Make the undead abbot in area 12 a cleric one level
higher than the average party level.
• Adjust Count Noliss’s level to be two levels higher than
the average party level (increase his wizard levels, not his
aristocrat levels).
19
 There are two avenues to get the PCs involved in
this adventure. The first is that the PCs run into the
count’s retreating entourage (as described above in the
“Adventure Synopsis” section) and kill the creature
that was pursuing them (a ghast), impressing the
count with their martial prowess and bravery. Another
possibility is that one of the characters is actually
related to House von Denn (through a second cousin’s
marriage, or something equally remote), and the count
BLOODLINES
recognizes the PC and demands that he aid him as part
of his familial duty. If this second method is used, the
following encounter must be adjusted accordingly.
THE ATTACK (EL 3)
It is assumed that the characters are en route some-
where when this adventure begins, although they
should be relatively free of other obligations and ready
to embark upon a new quest. The following assumes
that the PCs are traveling west along an old dirt road.
The track you’ve been following doesn’t look like it
gets much use these days. It has been hours since
any other travelers have passed by, and the sun is
beginning its downward curve toward evening. A
tangled, forbidding forest stretches away on the
right, full of shadows and undergrowth, but it hasn’t
done anything interesting since you came upon it 3
hours ago.
Suddenly the monotony of the landscape is shat-
tered by shouts and cries from the trees, the sounds
of galloping mounts and snapping twigs. Several sur-
coated riders burst from a small game trail, followed
closely by a bouncing carriage pulled by two wild-
eyed horses. One rider sees you, raises a hand and
shouts a wordless greeting before men, horses, car-
riage, and all come charging in your direction, the
carriage careening crazily over the uneven ground.
They all pull to a stop next to you, breathing hard.
The riders seem too winded to talk aside from a
few panted hellos, although they look happy to see
you. Sweat shines on their faces. Their surcoats
and the side of the carriage are emblazoned with a
symbol showing a charging black boar, and after a
few moments the carriage door swings open and a
somewhat disheveled-looking nobleman emerges.
He is of average height with a bit of a paunch, and
he is dressed in a red velvet robe with gold trim
and a wide, cloth- of-gold belt encircling his
middle. He looks to be about forty, with slicked-
back, salt-and-pepper hair, watery blue eyes, and
fingers bearing the weight of several rich rings. A
medallion hangs around his neck, featuring the
same charging boar symbol that appears on his car-
riage and his men’s livery.
20
This is Count Noliss von Denn, currently afraid for
his life. His regal demeanor is somewhat diminished
by his wide eyes and obvious fear. PCs who wish to
identify the charging boar symbol can do so on a suc-
cessful bardic knowledge or Knowledge (nobility and
royalty) check (DC 10). If a PC succeeds at one of these
checks, tell him that the charging black boar is the
sigil of House von Denn, a somewhat minor noble
house of the kingdom. Of course, the characters can
also simply ask.
“Well met, good sirs,” pants the nobleman. “I am
Count Noliss von Denn, liege lord of these lands,
and I am pleased to make your acquaintance.” He
glances nervously back at the trees. “Ah, if you
would be so good as to—” The count stops short
with a strangled cry, as a strange, humanlike crea-
ture tears from the trees, making a beeline for the
group. The monster resembles a man comprised of
nothing but skin, bones, and a few shreds of
muscle, running low to the ground, sharp teeth
flashing between parted lips. The count gulps and
dives back into the relative safety of his carriage.
His men glance at the rapidly closing creature with
nervous eyes, then at you, then back at the creature.
Obviously the PCs are expected to help out here.
The creature is a ghast and should pose minimal threat
to a party of 7th-level characters. If the players are dis-
inclined to offer aid, the count’s four men (male
human War1) attack the creature, all the while shout-
ing for assistance. This short combat should be played
out completely.
Creature: This ghast used to be a monk of
Immshin, back when the keep was a monastery. Scraps
of vestments can still be seen entwined about its ema-
ciated limbs.
d Ghast: hp 30; Monster Manual 97 (ghoul).
Count Noliss watches the battle from the window of
his carriage and realizes that he could probably have
destroyed the creature with relative ease. However,
the PCs look like just the sort of brave, foolish adven-
turers he needs. After the ghast is defeated, he again
steps from his carriage and speaks to the characters.
Read or paraphrase the following at this time:
The count steps up and clears his throat to get your
attention. “Impressive, most impressive. It’s been
too long since I’ve seen combat raised to that level.”
He smoothes his hands over his robes. “Perhaps we
should continue where we left off. As I said, I am
Count Noliss von Denn. And you are . . . ?”
 After the PCs give him their names, continue with
the following.
“The pleasure is mine. Listen, it just so happens that
I have a little issue with which I need help, and after
witnessing this,” he glances at the dead ghast, “I’m
convinced that you are the ones I need. You see, I
recently purchased an old keep that belonged to my
family a long time ago, although it is now com-
pletely abandoned. I have reason to believe that
there is proof down in the basement of this keep
that will serve to connect my House, House von
Denn, with the Royal House of the king: House
Jorat.” He gives you a meaningful look. “The prob-
lem is, well, that.” He looks again at the remnants of
the creature. “I need a few courageous souls, such as
yourselves, to venture into the basement of my
empty keep and find something, anything, that
speaks of a family tie between the von Denns and
the Jorats. Are you interested, good sirs?”
If the PCs are interested in the count’s offer, he will-
ingly discusses details with them. He recounts what
he knows of the keep’s history (from keep to
monastery to ruin, but none of the details surrounding
the fiendish prince, since he is aware of none of this
information), and tells them of the messenger that
came and told him of the paintings on the walls. He
speaks of the disappearance of the dwarven masons
and the guard he sent to investigate (all of which can
be found in the “Adventure Background” section).
What he wants is for the party to return with any-
thing he can use to tie himself to the royal family, a
maneuver that would improve his standing in the
kingdom tenfold and possibly grant him an avenue to
the throne. He would also like to know what hap-
pened to the dwarves and his guard, but this is only of
passing interest to him. At this point, he doesn’t really
care if the entire keep gets completely overrun by
undead monstrosities; all he wants is to be related to
the king so that he can become the king.
When the discussions are winding to a close, or
when the PCs ask about payment, read or paraphrase
the following:
The count smiles graciously. “Of course you are
wondering what you get out of this? Well, I am cer-
tainly an honorable man, and I always pay my debts.
You will receive the undying gratitude of House
von Denn, a coin that may prove quite a bit more
valuable if you succeed in this quest. But of course I
would be remiss if I did not offer something more
tangible as well.” He waves his hands with a flour-
ish. “If you accept my offer, I hereby relinquish to
BLOODLINES
you anything you find in the keep that does not per-
tain to a relationship between Houses von Denn
and Jorat. There’s bound to be fine treasure and
magic down there; my family has always been
wealthy. These items are, or course, rightfully mine,
but I give them to you.” He sighs. “Such a sacrifice.
But worth it, I’m certain.”
Secretly, the count doesn’t believe there is any treas-
ure below the keep, and just uses this as an excuse to
get out of paying for the PCs’ services. (Even if there is
something worthwhile down there, what’s to stop him
from taking it later?) If the characters attempt to
wheedle some cash out of the man, a successful Diplo-
macy check (DC 15) makes him concede to 600 gp
each, but only upon successful completion of the
quest. Whether or not he’ll actually follow through on
this promise remains to be seen.
If the party agrees to these terms, read or paraphrase
the following:
“Excellent.” The count smiles, and beckons one of
his men to his side. “This is Lortes. He is the mes-
senger who brought me the good news about the
paintings, although if his news bears fruit, he will
become much more than a messenger. But in the
meantime, you need a guide. Lortes here will show
you to the keep and watch your animals for you as
you explore. I am afraid that I myself must leave
now; a nobleman’s work is never done. Take as long
as you need to prepare, although if I don’t hear from
you in a week I’ll assume I need to hire alternative
help. I will be staying at a hunting lodge several
21
 miles northeast of here; again, Lortes can show you
the way. Meet me there after you’ve completed the
quest. I eagerly look forward to seeing you again.”
With that, the count and the rest of his men ride off,
leaving the PCs alone with Lortes (male human Ftr1),
a shy, good-natured lad of sixteen. The party now has a
chance to rest, prepare spells, or perhaps head to a
nearby settlement to buy provisions and the like.
BLOODLINES
Lortes can lead them to the keep when they are ready.
SURROUNDING
ENVIRONS
The ancient von Dorenn keep stands on a rocky pin-
nacle amid an old, tangled forest. The surroundings
are depicted on the map on the previous page. The
forest doesn’t see much human habitation, although a
few wealthy men (such as Count Noliss) have hunting
and fishing lodges within its confines. The forest con-
tains no villages or towns, and indeed hunters and
woodsmen tend to avoid this place because of rumors
of ghosts. Aside from the keep, these stories are com-
pletely baseless. The forest might be wild, relatively
speaking, but is within the boundaries of a peaceful
nation and so harbors no evil. The only encounters the
PCs are likely to have here are with common ani-
mals—deer, foxes, birds, badgers, and the like. If the
DM wishes to make things more interesting, a small
band (no more than ten or fifteen) of hobgoblins can
be placed here, having fled persecution at the hands of
a local militia. These should only be added if the PCs
spend a great deal of time exploring the wilderness
and are growing frustrated with a lack of action; in the
normal course of things, Lortes can advise them of the
relative tranquility of the forest and the PCs can head
straight for the keep.
THE RUIN
Once the PCs allow Lortes to lead them to the keep,
read or paraphrase the following.
pqqqqrs
HE SEES YOU WHEN YOU’RE CREEPING
Count Noliss doesn’t like other people. He doesn’t trust
them, either, and he doesn’t like sending complete
strangers into his ancestral family keep to root out lost
secrets. But he doesn’t have much choice. Fortunately, he
has a means of keeping tabs on the PCs and making sure
they don’t pull anything sneaky.
After taking his leave of the party, Noliss high-tails it back
to his hunting lodge where he keeps a large mirror set into
pqqqqrs
22
You pick their way carefully through the under-
brush, moving slowly to avoid sudden pitfalls and
entangling roots. Brambles brush at your faces and
limbs get tangled in your hair. Finally, several hours
later, you reach an even more inhospitable area,
marked with uneven terrain, cracked boulders, and
stunted trees clinging forlornly to whatever pur-
chase they can find. Ahead, a hill rises out of the
surrounding desolation like a skeletal finger, and at
its top stands a ruined building, silhouetted against
the afternoon sky. Lortes reins in his horse. “That’s
it,” he says. “Go down into the basement to find that
wall they were talking about. Good luck to you.”
Lortes keeps watch on the PCs’ horses, if they have
them, while they’re gone, as well as anything else they
choose to leave in his care. He is a naive and honest
boy, and he makes no attempt to steal any of the PCs’
possessions.
Climbing the hill to the keep is rough work; it takes
the better part of 2 hours to make it to the top. The
characters should make two Climb checks (DC 12) to
make it to the top. Failing a check results in a twisted
ankle or brief slide in scree that causes 1d6 points of
damage. Once the characters have completed the
climb, read or paraphrase the following.
What’s left of the keep is perched at the pinnacle of
the desolate hilltop. The upper level looks empty,
save for the unnatural howling of the wind; the ceil-
ing has long since rotted away. A few rusted ham-
mers, chisels, and other tools can be seen lying scat-
tered on the ground.
Little of interest can be found on the upper levels;
everything of value has long since been taken by loot-
ers. PCs might still wish to explore it.
One thing the characters might find interesting rests
just beyond the east wall on the upper level. Here lies
the corpse of a young man, slumped against a low wall.
Above the body is smeared the symbol of Immshin in
brown, dried blood (Knowledge—religion or Knowl-
edge—local, DC 20, to recognize the symbol). The body
is that of a curious woodsman who noticed the keep
the surface of a desk. This mirror functions as a crystal ball,
and the count makes use of it right away to scry on the PCs.
He’ll target whichever character struck him as the least
intelligent, so they are less likely to notice the magical sen-
sor. If they do notice it, he ends his scrying session and tries
again until he meets with undetected success. He stays at
his magic mirror night and day, watching the PCs. This has
several ramifications, which are discussed at the end of the
module (under “Returning to the Count”).
while taking a trek through the
woods several days ago. He climbed
the hill, hoping for treasure or at least
bragging rights; unfortunately, he
found a ghast instead, the only one to
ascend from the depths of the keep.
The monster slew him, and drawing
on what little intelligence that
remained from its former life, used

the blood of its victim to depict the
symbol of the Master of Winds on
the wall. The ghast then lurked
around for a few days before the
count and his entourage arrived; this
is the same creature the PCs theoreti-
cally slew at the beginning of the
adventure. In the normal course of
things, the body of the young man
rises as a ghast within a day.
There is nothing else of interest
on the upper or lower levels,
although you might wish to para-
phrase the following when the PCs
descend the first flight of stairs into
the “safe” area of the basement.
Everything has a look of long abandonment about
it—deteriorating pieces of furniture, tattered wall
hangings, ruined possessions. No rats, though; in
fact, no animals of any kind come within 100 feet of
the keep.
It shouldn’t take the party long to find what they are
looking for. At what would be considered the “end” of
the basement, with old, dusty storage areas opening
off either wall, the PCs find an opening at the end of
the corridor where a dividing wall has obviously been
knocked down. Rubble and broken masonry litter the
floor. The corridor on the other side has obviously not
been used in years, and is also area 1.
DUNGEON FEATURES
The entire building has been constructed out of large
blocks of gray granite, and the same is true of the base-
ment. The lower levels are covered with dust and invoke
feelings of age and a disconcerting sense of abandon-
ment. Everything—furniture, tapestries, ancient pos-
sessions, and so on—are in various states of decay. Ceil-
ing height is generally 10 feet, and the entire area is
unlit unless otherwise noted. There are ancient torch
sconces along the walls at regular intervals, but they
haven’t seen light for a long time. Many of the walls, ceil-
ings, and floors bear the remnants of once-magnificent
frescoes; feel free to embellish these as you see fit. Most
of the doors have rotted away. The door-shaped open-
ings on the map mark where they once stood.
BLOODLINES
s Granite Walls, Floors, and Ceilings: 1 ft. thick;
hardness 8; hp 90; Break DC 35; Climb DC 15.
RANDOM ENCOUNTERS
Random encounters are infrequent in this complex,
and should only be inflicted upon the PCs if you feel
they are taking an unnecessarily long time to do some-
thing or are being particularly noisy about it. If this is
the case, feel free to send a few appropriate monsters
after them, such as 1d4 ghasts or 1d3 shadows.
1. ENTRY POINT
It looks like a thick layer of dust covered the floor
here until recently, when it was disturbed by some-
one—the dwarven masons, perhaps. The dust now
settles in irregular piles. The walls of this corridor
are painted with magnificent frescoes, all faded,
chipped, and obviously ancient. The left wall bears
the 3-foot high representation Count von Denn is
so concerned about: a black eagle wing against a
yellow star. This is the symbol of the Royal House of
Jorat. Surrounding it are small figures that seem to
be dancing or celebrating. On the right-hand wall is
painted a scepter, leaning against a large, magnifi-
cently adorned crown.
Halfway down the hall is one more painting,
which is much more crudely done. It is a dark
figure, 3 feet high. The figure holds a sword out hor-
izontally with its right hand, as if pointing deeper

23

BLOODLINES
into the keep. The left arm is at its side, slightly
away from the body. The hand is open and painted
as though it were dripping with a red fluid.
The second painting is a warning that was scrawled
by departing monks. Other than the paintings, there is
not much of interest in this area. The stairs descend 20
feet into the lower dungeon level.
2. CORRIDOR
The ceiling of this corridor looks to have once been
elaborately done; a painting of the sky adorns its
entire length. Now, the paint is chipped and faded,
but clouds and blue sky can still be seen, hinting at
its former glory. The walls are even worse off,
although it looks like they might once have been
painted with trees and bushes to represent a
forested landscape. Now the paint is all but gone,
with only the occasional remnant left behind, but it
pqqqqrs
IMMSHIN, MASTER OF WINDS
“Bloodlines” can be easily inserted into any campaign that
includes a kingdom with some sort of nobility. The only wild
card is Immshin.
Immshin is the being the monks worshiped when the
keep was converted into a monastery. The identity of this
entity is up to you. It could be an aspect of Obad-Hai, an
elemental lord or demigod in the service of Obad-Hai, or
anything else you feel appropriate, although Immshin
pqqqqrs
24
is not difficult to imagine how it
might have looked.
The dust, again, looks like it is
in the process of settling after
being disturbed sometime in the
not-too-distant past. The musty
scent of long disuse pervades.
About 10 feet down the corridor,
a lone footstep can be seen
clearly in the dust.
The footprint was left by Count
Noliss’s guard. A PC with the
Track feat can tell easily (DC 5)
that the print was made by a
heavy-booted foot.
3. THE GREAT SIGIL
(EL 6)
The corridor opens into a square
room, with hallways radiating
off from all four walls. The dust
is minimal here and scuffed in
places. Beneath the thin layer
can be seen several brown
stains, and in the center of the floor, a work of art,
even more impressive than the previous paintings
and much better preserved. The symbol of House
Jorat has been set into the floor in three types of
marble–white for the base, black for the wing, and
yellow for the star. Piles of something that might
have once been furniture lie scattered around the
perimeter. A small block or pedestal sits in the far
right corner of the room. A terrible stench of decay
permeates the chamber.
The item in the corner is a small stone block adorned
with carvings. It is an altar dedicated to Immshin,
Master of Winds. Scribed into the wall above the altar
are several lines of text, written in Draconic. The letters
are chipped and degraded, but a character who speaks
the language or succeeds at a Decipher Script check
(DC 25) can make out the following:
should be a real being with real power. If your pantheon
includes a wind, sky, or air deity, then this would be the
ideal replacement. If Immshin’s nature is not generally
known, allow a bardic knowledge or Knowledge (religion)
check to allow the characters to discover it (the DC of these
checks is up to you, depending on how mysterious you
want the keep to seem). Alternately, the PCs could ask
Noliss; he knows of Immshin.

“You are entering the sacred realm of Immshin, Lord
of Winds. Display proper reverence or risk his rage.”
A successful Knowledge (religion) or Knowledge
(local) check (DC 17 or 20, respectively) reveals that
Immshin is a minor power of the area long revered
for his power over the winds. Success at this check
also reveals that the proper thing to do at the shrine
is for each visitor toshow some respect by cleaning it,
kneeling and bowing at its base, saying a brief prayer
asking for Immshin’s blessing, or sprinkling the top
of the shrine with some holy water or incense.
The smell is a treat from the ghasts that frequent
this chamber. They lurk on the fringes of the room,
one each down the east, west, and south hallways.
These creatures proved to be the masons’ undoing,
tearing them apart and feasting upon their flesh. An
easy search of the room (Search DC 5) allows a char-
acter to discover the remains of the dwarves in the
southeast corner—a heap of tattered garments and
bones, gnawed and cracked, with the marrow sucked
out. What’s left of the guard Noliss sent down several
days ago can also be found here, including a servicea-
ble shortspear, small shield, chain shirt, and a shred-
ded, bloodstained surcoat featuring the charging
boar of von Denn.
Creatures: Two of the three ghasts were monks, and
a successful Spot check (DC 10) allows a PC to recog-
nize the tattered remains of vestments clinging to the
monsters like shrouds. The other ghast was obviously
a dwarf in life (the ghasts left one of the craftsmen
BLOODLINES
uneaten, who rose to join their unholy ranks several
days later), and its clothing is in much better shape. A
hammer still dangles from its belt.
The ghasts become enraged (and hungry) when
they sense intruders (perhaps seeing a light source),
and are just smart enough to wait for the invaders to
move about 15 to 20 feet into the room before letting
out hideous shrieks and rushing to the attack. A suc-
cessful Listen check (opposed by the ghasts’ Move
Silently check) allows a PC to avoid surprise.
d Ghasts (3): hp 35, 23, 17; Monster Manual 97
(ghoul).
Treasure: One of the monk ghasts bears an item left
over from its previous existence: a pale ivory wand of
cure moderate wounds (5th-level) with 9 charges remain-
ing, tucked into what’s left of its belt. The command
word for this item is “shooka-shooka,” an ancient
Gnome phrase roughly translating as “ease.”
Development: How the PCs choose to interact
with the altar of Immshin might influence later events
(see area 12).
4. PROTECTED HALLWAY
(EL VARIABLE)
This hallway’s walls bear faded paintings, all in
black, of regal-looking humanoid figures. Not
much detail can be seen of them, except for the
occasional crown or scepter.
25
 Both sets of doors in this hall have been magically
protected against the ravages of time and are both
locked. The first set is wooden, the second set iron.
s Wooden Door: 2 in. thick; hardness 10; hp 40;
Break DC 25; Open Lock DC 16.
s Iron Door: 3 in. thick; hardness 15; hp 100; Break
DC 30; Open Lock DC 18.
Traps (EL 3, EL 4, and EL 3): The original creators of
the keep, the ancient von Dorenns, wished to protect
BLOODLINES
their honored dead, so three glyphs of warding defend
the entrance to area 5. These are bypassed by offering up
a three-part prayer; each part corresponds to a different
glyph. The first requires someone passing through to
say, “I am of noble intent,” the second, “I come to honor
the sacred dead,” and third, “I beseech admittance, in
the holy names of our ancestors.” See area 13 and Player
Handout #1 for more information.
The first ward is placed on the door.
a Glyph of Warding Trap #1: CR 3; 3d8 cold, Reflex
DC 17 for half damage; Search DC 28, Disable Device
DC 28.
The second glyph is activated when someone
crosses the hall at the spot marked X on the map. Acti-
vation of the glyph triggers a summon monster III spell,
summoning an azer that immediately attacks the
intruder (gaining automatic surprise). The azer fights
for 6 rounds or until slain.
d Azer: hp 12; Monster Manual 22.
a Glyph of Warding #2: CR 4; summon monster III
(azer); Search DC 28; Disable Device DC 28.
The final glyph wards the iron doors leading to area
5. It is identical to the first glyph.
a Glyph of Warding Trap #3: CR 3; 3d8 cold, Reflex
DC 17 for half damage; Search DC 28, Disable Device
DC 28.
5. MAUSOLEUM (EL 6)
The bare walls of this 30-foot-long room are lined
with carved, standing sarcophagi. An odd smell
hangs heavy in the air—a sweet, pungent aroma,
reminiscent of a spice cabinet.
This mausoleum is where the original inhabitants of
the keep entombed their deceased. The dark energies
that have permeated the place have affected the dead,
animating them into horrific caricatures of their
former selves.
The sarcophagi are carved with flowing, elegant, but
meaningless designs. The center of each lid contains a
bare stone plaque, on which is inscribed the name of
its occupant, along with birth and death dates. The
dead here were all von Dorenn nobility in life, or else
trusted and valued allies of their House (such as the
cleric Septimus—see Player Handouts #1 and #2).
26
The odd smell in this chamber is due to the chemi-
cals that were used to prepare the dead long ago. If the
PCs stay in this room for more than a 3 rounds, three
mummies push aside their tomb lids and shuffle to the
attack, groans emanating from their long-dead throats
(neither side is surprised).
Creatures: Astute characters notice that one of the
mummies is missing its left hand (Spot check DC 13).
See Treasure #2, below, for more details.
d Mummies (3): hp 51, 47, 42; Monster Manual 138.
Treasure #1: The mummies wear rings, neck
chains, gold belts, a crown, and other such finery
worth a total of 1,100 gp. It can be safely looted after
the slain mummies crumble to dust.
Treasure #2: Only one of the crypts bears anything
of value—that from which the one-handed mummy
emerged. Sifting through centuries-old dust in the
tomb uncovers the item on a successful Search check
(DC 15): a mummified left hand. If strung on a cord and
worn around the neck, it functions as a hand of the mage.
6. EMPTY CHAMBER
This large room might once have been a meeting
place or a dining hall; now, it is empty of everything
except the scattered remains of rotten furniture.
The door leading into this room has long since
rotted away.
7. HALL OF THE MYSTIC (EL 5)
The corridor stretches into the darkness. The hall is
plain except for the a 10-foot-long, 10-foot-wide pit
in the floor about 30 feet ahead. It stretches across
the width of the hall and appears to have been pur-
posefully crafted.
If a PC peers into the pit, continue with the following:
Apparently 20 feet deep, the floor of the pit looks to
be the same flagstone as the rest of the keep, but is
painted in reds, oranges, and yellows—almost as if a
huge fire awaits one foolish enough to stumble in.
It is empty, however.
Area 15 was (and still is) the prince’s quarters. This
was also where Severi von Dorenn performed his dark
experiments on the boy, turning his mind farther from
sanity with every vile word. The wizard took great
pains that no one else should have any kind of hold
over the young prince (particularly the priest Septi-
mus), and so crafted the pit in the hall to deter curious
interlopers (Severi used dimension door to ferry the
prince and himself back and forth).

9
8
6
15
7
13
15
The double doors leading to area 15 are made of
very strong iron, but a lingering illusion (a 17th-level
permanent image) makes them appear to be fine rose-
wood. They look perfect, as if they were only very
recently crafted and polished. Gold decorations adorn
the smooth wooden planks. One other strange thing
about these doors is that there are no evident door-
knobs, pull rings, keyholes, or hinges.
The doors are extensively reinforced by magic, and
they cannot be forced open in any way (save for disinte-
grate, wish, and similar magic that the PCs probably don’t
have). In fact, merely touching the doors triggers a trap.
Trap: If a living being makes contact with the doors,
the offending character is teleported backward 30 feet,
just above the pit, meaning he’s in for a nasty drop (2d6
points of damage). A successful Will save (DC 24)
negates the effect, but the save must be made each
time a character touches the door. This trap is always
in effect, no matter how many have fallen prey to it. It
can only be bypassed by using the proper incantation
(see areas 14 and 15, and Player Handout #2).
A rogue who succeeds at a difficult Disable Device
check can render the trap inoperable, and the magic
inherent in the trap can also be suppressed for 1d4
rounds with a successful dispel magic (the magic of
the trap is assumed to be 17th-level for this purpose).
Note that these tactics only influence the teleport
4
5
3
2
BLOODLINES
10a
10b
11
12
effect; the PCs still need the proper code words to
enter the room itself.
a Teleport Trap: CR 5; teleports above 20-ft. pit (2d6
falling damage); Search DC 34; Disable Device DC 34.
8. CORRIDOR OF DARKNESS (EL 7)
Ahead, the hallway seems to vanish; a curtain of
deep darkness engulfs the passage 10 feet ahead. A
preternatural chill pervades the air and a feeling of
uneasiness brushes your minds.
The shaded area on the map represents a place of
unnatural darkness. Light sources become muted, illu-
minating only half as far as normal, and even charac-
ters with darkvision can only see half as far as they
normally could. Intruders entering this area must
make a Will save (DC 18) or be affected as by a bane
spell (–1 morale modifier to attack rolls and saves vs.
fear effects). A character who saves successfully is safe
from this effect until he re-enters the area.
Creatures: After entering the darkness, the charac-
ters hear a haunting baying that seems to come from
all around them. It is the sound of two shadow mas-
tiffs, drawn here by the ancient prince’s unholy curse;
the PCs must each make two Will saves (one for each
mastiff ) with a DC of 13. Failing a save panics a char-
acter (see the DUNGEON MASTER’s Guide, page 85) for 2d4
27
 rounds. The evil beings then burst from the shadows,
snarling, growling, and tearing at the intruders, only
to virtually fade away when counterattacked.
d Shadow Mastiffs (2): hp 32 each; Monster
Manual 162.
9. CISTERN
This is the ancient cistern that was used by the orig-
inal occupants of the keep. There is no water in it
BLOODLINES
now; there is nothing but dust. The cistern is 40 feet
deep and about 15 feet across, allowing but a narrow
walkway around it.
The room is empty, but careful searching might ben-
efit the PCs. The far left corner of the room at one
point had a wooden shelf; a successful Search check
(DC 20) allows a character to find four holes bored
into the stone in this location. The holes held pegs that
supported the shelf and are arranged in a horizontal
line, about a foot apart from each other and 5 feet off
the ground. They are each a little wider than a thumb
and extend into the wall almost a foot and a half.
There is a secret compartment behind what used to
be the shelf. A successful Search check (DC 22) allows
a character to discover the release mechanism: simul-
taneously pressing two small catches located in the
two opposite holes. Two stone blocks slide apart,
revealing a shallow alcove (1 foot deep, 1 foot high,
and 2 feet long). Inside is the Treasure.
Treasure: Inside the alcove are three potions. They
bear labels in common, allowing the characters to
easily determine their contents. The draughts are of
lesser restoration, remove disease, and cure moderate wounds,
each at 5th caster level. In addition, the vial containing
the potion of cure moderate wounds is made of fine blue
crystal, a treasure worth 750 gp.
10. LIVING CELLS
These chambers served as the living cells of the von
Dorenn servants, and later the Immshin monks. There
is nothing much left here but the remains of furni-
ture—piles of rotted boards and the like. The doors
have all deteriorated.
Two rooms are of note:
10A (EL 5): Two rounds after the characters enter
this room, they are attacked by two shadows. The shad-
ows always attack the first being to enter the room,
even if others follow. They make full use of their incor-
poreal nature, fading through the walls and floor,
although they do not pursue an enemy who leaves the
room. A Spot check (opposed by the shadows’ Hide
check) allows a character to avoid an unpleasant sur-
prise round.
28
Creatures: These shadows are the shades of monks
who once lived here, their spirits corrupted by the
unholy energy that was released in years gone by. If
slain, the shadows dissolve into mist while shrieking
their thanks in the secret tongue of Immshin.
d Shadows (2): hp 20, 19; Monster Manual 161.
10H: If a character sifts around in the dust, a suc-
cessful Search check (DC 10) reveals a large, heavy,
wrought-iron key. It fits the lock in area 11.
11. ANTE CHAMBER
This small chamber boasts a large stone door at the
far end, adorned with the symbol of the power once
revered here. The doorframe is elaborately carved
with images of swirling vortices, and a large key-
hole sits in the stone frame next to the portal.
Battering down the door is understandably tough,
and picking the lock isn’t much easier.
d Stone Door: 4 in. thick; hardness 8; hp 60; Break
DC 28; Open Lock DC 25.
What’s a whole lot easier than either of these options
is using the key from area 10h. It slides in easily, and
with a twist a click is heard and the stone door slides
gratingly up into the ceiling. Twisting the key back
closes the door; the key can be removed in either posi-
tion. The ceiling height in the passage beyond doubles
to 20 feet. There is a keyhole on the north side of the
door as well; once the foes in area 12 have been dis-
posed, closing the door from the north effectively pre-
vents random encounters with corporeal enemies if
the PCs wish to rest and bind their wounds.
When the grating of the door sliding into the ceil-
ing dies away, the characters hear an odd sound, like
the whispering of a faint wind. As the PCs move down
the hall, their cloaks and hair stir as by a breeze, but
from where it comes is unclear.
12. CORRUPTED SHRINE (EL VARIABLE)
At the end of the passageway is a small room that
looks to be a shrine. The walls are decorated with
carvings of symbols and motifs of the winds and
some figure that seems to represent their master.
The stone altar is obviously old and covered with a
staggering number of carvings; two tarnished
censers hang on either side. Kneeling at the altar is
a figure in heavy blue robes belted by a black sash. A
sky-blue staff lies on the ground next to it. The
figure appears to be praying, though no sound is
heard save the whispering of the wind.
This creature is what became of the ancient abbot of
the monastery—a twisted and hate-filled wreckage of
his former self. The undead abbot does not react to the
characters in any way until
they get close to it.
A wall of force bars the way
at the point shown on the
map. Originally, the wall was
created by the dark energies
to trap the abbot within this
small room until he died of
hunger and thirst. Now that

BLOODLINES
the same powers have cor-
rupted him, however, he can
raise and lower the wall with
a thought.
When the PCs reach the
wall of force, read or para-
phrase the following. It
might need to be amended,
depending on PC actions.

The figure at the altar slowly

rises and turns, and as it
does its hood falls away,
revealing the creature for
what it is. Flesh is pulled
tight over bones; its face is
little more than a skull. Dark
pits stare out from empty
eye sockets and skeletal
hands reach for the smooth
blue staff from the floor. A
key ring with a single key
hangs from the sash, and a
holy symbol depicting the same swirling symbol
you’ve seen repeatedly in the keep is draped around
the creature’s neck.
When it sees you, the creature’s jaw drops open and
bright pinpoints of light appear deep within its eye
sockets. It emits a loud, shrieking howl, and then
screams, “Intruders! You dare to defile the sanctity
of this holy shrine?” It turns back to the altar and
raises the staff above its head in both hands.
“Immshin!” It shrieks. “I beseech thee! Smite these
intruders with your holy wrath!”
What happens now depends on how the characters
interacted with the altar in area 3. There are three basic
possibilities:
• If the characters dealt with the altar with rever-
ence, knelt and paid their respects to Immshin,
cleaned the dust off it, perhaps sprinkled holy water
upon it, then the robed figure waits a few moments
expectantly, but nothing happens. The creature seems
somewhat taken aback, then snarls and hurls itself
into combat as the wall of force vanishes.
• If the PCs didn’t do much with the altar in area 3,
then the wind in the hall seems to pick up and grow in
volume until it is a dull roar. Cloaks and hair fly freely
in the strong gusts. Thick, rolling mist pours forth
from the two censers, and as the undead creature
laughs, black smoke curls up from the altar and forms
into a belker. With a snarl, the undead abbot then
throws itself at the PCs, with the flowing form of the
belker close behind, as the wall of force dissipates.
• In the unlikely event that the PCs somehow dis-
graced the altar in area 3, the above sequence occurs
except that the wind increases in force and volume
until it shrieks and howls, and nothing else can be
heard save for the cackling of the abbot. Treat the
effects as a windstorm. See the D UNGEON M ASTER ’s
Guide, page 87 for details. Additionally, the rolling mist
from the censers forms into two large air elementals,
and the PCs have to contend with them as well.
Creatures (EL 9 for the abbot, 10 with the
belker, 11 with the elementals): The characters are
in for a fight. These foes pursue the PCs as far as the
stairs leading back to the upper level, after which time

29
 ©2002 Wizards of the Coast, Inc. Permission is granted to photocopy this handout for home game use purposes only.
PLAYER HANDOUT #1
In/46—I am beginning to worry about the
prince; he is acting strangely. I am starting
to think that this might not be the best
place to secret one such as he, despite royal
decrees to the contrary. It is not much, but
occasionally I’ll see him gazing at one of
the keepers with a look of— well, I can not
describe it, but it is frightful. And he has
been very quiet of late, brooding.
I am sure I am merely imagining the
worst. After all, he is just on the cusp of
BLOODLINES
manhood, and being locked away with the likes
of us probably does not appeal to his
youthful sensibilities. Though one would imagine
that he would be used to it by now.
In/50—I think something is troubling the mind
of our reverend cleric Septimus. He has shut
himself within his chambers and has not ven-
tured forth, even for meals, for almost two
days now. The serving boy who last saw him
said the priest was hurrying down the hall
with a look of such consternation as to make
a man blanch. And I now recall that shortly
before, I saw him remove something from the
hidden alcove by the cistern. What he is
doing in his rooms I do not know, but I
dare not disturb him for fear of ruining
some divine process.
In/55—I learned some interesting things about
Severi von Dorenn today, after speaking with
Griella the serving maid. I knew Severi was
a powerful wizard, but I never before real-
ized how powerful. It turns out he was once
the royal court wizard of the king himself!
I knew that Severi was a member of House
von Dorenn, related by blood to the king and
of a very noble and powerful family, but I
didn’t know Severi was actually the king’s
mage! I asked Griella how such a one came
to be here, hiding in obscurity, watching over
this moody prince we’re sheltering, instead of
at court where he belongs. Did he fail the
king somehow? No, Griella told me, it’s just
the opposite. When the prince was born with
his obvious problems and the king decided he
needed to be secreted away, Severi volunteered
for the job! It makes me proud to be serv-
ing under such a man.
In/61—Oh, tragedy, tragedy! I had never thought
that such a thing could occur in our quiet
sanctuary. Sweet Septimus has been murdered!
A servant discovered the fact when she went
in to clean the cleric’s chamber and found
his rent and bloody corpse on the bed. Hor-
rible, horrible! I have never before heard such
a clamor! The servants were in an ungodly
state of confusion, milling about like ants, and
the girl who found him was positively hys-
terical. Even we keepers found it hard to
keep our heads! Through it all, only the
prince seemed to remain calm; perhaps there is
hope for him yet. Well, guards on all
entrances were immediately doubled, and extra
torches ordered in the halls at night. I pray
the intruder be found!
30
In/63—We received a messenger from Baron
Bediss von Dorenn, Severi’s brother, and as
head of House von Dorenn, the one ultimately
responsible for the prince. The message stated
that the Baron was sending a troop of sol-
diers to help us guard against whatever fiend
slew poor Septimus. The company includes the
famed warrior Tremones the Pure, who wields
a blade called Sunrazor! I doubt this will be
much help against the man who killed Septi-
mus, but the presence of such a knight will
undoubtedly raise spirits around here. Also with
them comes a High Priest of Pelor to
administer the last rites to Septimus, as befits
a devout cleric.
In/65—Tremones and the other men from the
Baron arrived today, and they searched every
crevice and alcove in the keep for signs of
the murderer. As we had already done this
several times, it was no surprise to me that
they found nothing. The High Priest laid what
was left of dear Septimus to rest, but he
also spoke out in fear that whoever did this
gruesome deed would return with the intention
of desecrating our honored dead. Personally, I
would think the killer would want to desecrate
the honored living, but that’s priests for you.
No, I shouldn’t be sacrilegious; we are all in
such a state right now. The High Priest cast
many magical traps upon the entryway to the
crypts, but we can bypass them by uttering
certain holy phrases. I suppose I ought to
write them down here, so I do not forget.
The first phrase is “I am of noble intent,”
said when entering the first door.
The second is “I come to honor the sacred
dead,” which must be spoken as one passes
about halfway through the entry hallway.
Lastly, “I beseech admittance, in the holy
names of our ancestors,” said when opening
the door to the mausoleum proper.
In/68—Well, things have quieted down a bit;
there have been no more incidents of any
kind. The High Priest has returned to wher-
ever he came, as have most of the men
sent by the Baron, though the knight Tremones
stays on. We can only assume that whoever
or whatever this murderer is, we have scared
it away. Even so, I can not shake a feeling
of dread gnawing at my gut.
In/70—Strange; everything appears normal, but I
have been on edge for several days and
cannot sleep properly. Perhaps I shall take
some medicine.
In/71—Oh, horrible, horrible! The worst disaster
ever has come to pass! The prince is the
murderer, the prince! Not only is he guilty
of Septimus’s bloody end, but now he is the
slayer of them all! Blood runs down the
halls, I can still hear the screams! What
shall I do? I saw the prince, laughing, red
light streaming from his eyes and mouth as
he brutally cleaved through men and women!
For a sword he wielded naught but unholy
darkness! How they screamed! And he, laughing
all the while. Weapons were useless; blades
could not pierce his skin and magic might as
well have been water for all the good it
did. What a sorrowful catastrophe! I awoke to
terrifying screams in the night, and emerged
from my cell to find the keep in a horri-
fying state of madness. The prince stalked the
halls, slaying whoever he came across! He
must not have seen me, thank the gods, but
he murdered any who tried to flee the keep.
Finally all the servants and keepers rallied
around Tremones in the storage room. I saw
it all from the hallway, saw the prince go
in, saw the shaking men and women gather
themselves around the knight . . . but when
the prince entered darkness went with him and
it was like it all happened on a night with
no moon. I held hope to my breast as I
watched Tremones approach the prince, Sunrazor
blazing,, but the knight was cut down with a
hideous cry! The remaining servants huddled
together, clutching whatever weapons they could
find, but the prince came on, uncaring, and
they return to lurking just inside the door in area 11.
d Undead Abbot, Huecuva Clr7: CR 9; Medium-
size Undead; HD 7d12+3; hp 60; Init. +7; Spd 30 ft.; AC
17 (touch 13, flat-footed 14); Atk +10 melee (1d6+6,
masterwork quarterstaff ) or +9 melee (1d6+4 and dis-
ease, slam); SA huecuva blight, rebuke undead; SQ
undead, turn resistance +2, damage reduction
15/silver, darkvision 60 feet; AL LE; SV Fort +5, Ref +5,
Will +8; Str 19, Dex 17, Con —, Int 7, Wis 17, Cha 14.
Skills: Listen +4, Spot +4. Feats: Combat Reflexes,
Dodge, Improved Initiative, Toughness.
SA—Huecuva Blight (Su): On a successful slam
attack, a huecuva can infect an opponent with hue-
cuva blight. It has an incubation period of one day and
requires a successful Fortitude save (DC 13), or cause
1d2 temporary Strength and 1d2 temporary Constitu-
tion damage. An infected victim must make a saving
throw each day. The effects of huecuva blight are
cumulative each day until the victim reaches 0 Consti-
tution (and dies), makes two consecutive successful
saves, or receives magical treatment (such as a remove
disease spell).
Spells Prepared (6/6/5/4/2; base save DC = 13 + spell
level): 0—detect magic, guidance, read magic, resistance ×2,
virtue; 1st—bane, command, cause fear*, divine favor,
doom, random action; 2nd—bull’s strength, darkness, death
knell*, hold person ×2; 3rd—bestow curse, dispel magic,
magic circle against good*, searing light; 4th—divine power,
unholy blight*.
pqqqqrs
SUNRAZOR
This blade is a +1 flaming longsword, and the fire that licks
along its length is of a colorless, pale hue. Sunrazor always
sheds a pure, pearly white light. Normally the radius of this
glow extends to only 15 feet, but while in the grasp of a
good-aligned character it is magnified to 30 feet. In the
hands of a paladin, this weapon can also emit a blast of
pqqqqrs
then I saw two more creatures, lurking in
the shadows, falling upon the helpless victims.
They were terrifying monstrosities—something out
of a twisted nightmare! One was tall and
skeletal, gaunt, with a wicked scorpion’s tail;
the other was like a man but covered in
clattering, bladed chains. The massacre began and
I couldn’t take it anymore. But I had to do
something. I rushed forward and slammed the
doors shut and locked them, then ran to the
library and locked myself in. I fear he will
find me even here, that prince—he should have
been killed after he was born, after they saw
BLOODLINES
the horns and the eyes. . . . Is that a
sound outside my door? Oh, gods preserve me
. . .
*Domain spell. Domains: Death (death touch 1/day),
Evil (evil spells are cast at +1 caster level).
Possessions: The abbot carries his masterwork quarter-
staff, his holy symbol, and a small brass key that opens
the way to area 13.
d Belker: hp 43; Monster Manual 26.
d Large Air Elementals (2): hp 57, 47; Monster
Manual 81 (elemental).
Tactics: The abbot prefers melee combat to spell-
casting. But it also knows that a softened opponent
makes for an easier kill. If the elementals appear, it
casts searing light, followed by divine power and bull’s
strength. It then rushes to join the fray. If just the
belker appears or it is left to fight alone, it casts divine
power and then joins the fight. In combat, the abbot
mixes blows from his quarterstaff with inflict wounds
spells delivered with a touch or its slam attack (this
means delivering the spell occurs the round following
the casting). Also, remember that undead are healed
by negative energy, so the abbot can drop any prepared
spell for a “healing” spell of the appropriate level.
The abbot won’t hesitate to use death knell on a dying
PC and disables the biggest threats with hold person or
bestow curse (it prefers the third curse listed).
Development: After the creatures have been
defeated the PCs are free to do what they will here,
although defilement of the altar might incur Immshin’s
wrath at a later date (your option). Purification via
prayers and holy water would certainly be in order.
searing light, at 9th caster level, 1/day.
Caster Level: 9th; Prerequisites: Craft Magic Arms and
Armor, searing light, and flame blade, flame strike, or fireball;
Market Price: 12,315 gp; Weight: 4 pounds; Cost to Create:
6,315 gp + 480 XP.
31
 13. LIBRARY
The doors to this room are locked; the key from area 12
opens them easily.
s Magically Reinforced Wooden Doors: 2 in. thick;
hardness 10; hp 50; Break DC 33; Open Lock DC 25.
This large room is better preserved than the rest of
the structure. The floor is only lightly covered by
dust, and there is even some furniture still standing,
BLOODLINES
although it’s partially collapsed and rotted. Book-
cases along the walls hint at the room’s original pur-
pose, as do chairs and tables spaced about its center.
All the books have apparently deteriorated, save
one. A slim volume rests on one table next to a
large, dust-covered flask. Seated next to the book is
a skeleton, mouth gaping wide, staring with sight-
less eyes. The skull, and the chair behind it, has
been sheared off just above the eye sockets.
This room was indeed a library once, and the doors
leading to it are not only intact but also magically rein-
forced. The original creators of the keep wished to pro-
tect their precious tomes from the hand of time, so
they attempted to create an airtight seal around the
doors by weaving enchantments into their construc-
tion. These builders were marginally successful, hence
the improved state of the library.
The seated skeleton is not animated and quite harm-
less. These are the bones of a serving man who hid
here in abject terror after witnessing the prince’s mad
massacre in area 14. Fortunately for the curious, he
kept a journal of many of the events in the keep, and
even had the foresight to coat it with oil of timelessness
(see Treasure #2, below).
If the PCs examine the book on the table, tell them
it appears to be a diary or journal, only recently started.
If they read it, give the players Player Handout #1.
The top part of the skeleton’s skull can be found 20
PLAYER HANDOUT #2
©2002 Wizards of the Coast, Inc. Permission is granted to photocopy this handout for home game use purposes only.
DMs: The full message runs thusly:
I overheard Severi von Dorenn as he passed through the unopenable doors to the prince’s chambers today; he
spoke in Infernal, which the servants here must not know, but I was able to understand it.
“The throne belongs to Severi.”
32
feet away, resting on the ground next to a bookcase.
The skeleton itself is very fragile; bumping, brushing
against, or otherwise touching it causes it to collapse
in a clatter of bones and clouds of dust.
Treasure #1: A Search check (DC 14) reveals that
lying on the floor beneath the skeleton’s chair are two
keys. One is small and made of brass; it opens the
doors to this room. The other is a large, heavy, steel
instrument that unlocks the door to area 14.
Treasure #2: The glass flask on the table once held
oil of timelessness, and there is still just enough left at the
bottom to coat a Small-sized something (a little bit
goes a long way).
14. ROOM OF THE MASSACRE (EL 8)
Two imposing, undecorated black iron doors lead
into this room. They are locked.
Picking them is difficult, and bashing them down
nearly impossible. The steel key from area 13 fits the
lock here.
s Black Iron Doors: 4 in. thick; hardness 15; hp 90;
Break DC 40; Open Lock 32.
When the PCs open the doors, read or paraphrase
the following:
A strange, unnatural darkness spills from the room
beyond. A sense of dread grasps your mind in a
cold, mailed fist. A faint glimmer in the center of
the room illuminates tortured, twisted, jagged
shapes rising from the dust like wrecked ships
revealed by the retreating tide.
Good and neutral characters entering this room are
gripped with such a sense of foreboding that they
must make a Will save (DC 12); failure for a neutral
character means he acts as if he was the target of a bane
spell (–1 morale penalty to attacks and saves vs. fear). A
good character failing the saving throw suffers as
though a prayer spell was cast against him (–1 to
attacks, damage, saving throws and skill checks).
These effects persist until the characters get at least
100 feet away from area 14 or defeat the foes here.
Light sources are muted to half-range illumination,
and even darkvision and similar effects have their
ranges halved.
This area radiates strong Conjuration magic. A suc-
cessful dispel magic cast against a 15th-level caster sup-
presses both the bane/prayer effect and the dimming
effect for 2d4 rounds.
Scattered around the barren room are human skele-
tons. Upon closer inspection, it is obvious that these
people died violent deaths. Skulls are smashed, ribs
caved in, bones broken and crushed, and limbs dis-
membered. Many such skeletons lie here, their
mouths gaping wide in silent screams of anguish. This
is where most of the keep’s inhabitants were slaugh-
tered by the prince a century and a half in the past.
They rallied around the knight Tremones the Pure, a
paladin who could do little against the unholy might
of the corrupted prince. The skeleton of Tremones the
pure lies in the center of the room, still clad in deterio-
rating mail. His sword, Sunrazor, lies not far from his
outstretched hand. It is from this blade that the faint
luminance of this room comes. The weapon is detailed
fully under Treasure, below.
Creatures: This room is far from safe. The edges of
it cannot be glimpsed no matter how bright the light
inside, and an aimless fear grabs at the gut of living
creatures within. Terrible atrocities took place in this
room, and two of the perpetrators have been residing
here all this time. When the bulk of the PCs have
moved at least halfway into the room, or when one of
them handles the sword of Tremones, two beings
emerge from the cloak of shadows on either side of the
room. They are a kyton and an osyluth, and they
immediately attack the intruders. Neither side gains
surprise in the ensuing combat, but note that Sunrazor
can be swiftly brought to bear against these foes.
d Kyton: hp 40; Monster Manual 48 (devil).
d Osyluth: hp 38; Monster Manual 48 (devil).
Tactics: The devils do not pursue anything that flees
this room, although they do their best to see that noth-
ing does. They do not speak, but silently and grimly set
to the task of destroying their foes. The osyluth uses its
spell-like abilities intelligently, but favors melee
combat.
Treasure: Tremones’ sword Sunrazor lies close to his
mortal remains; see the sidebar for a description of
this item.
PCs might find one other item of interest on
Tremones’ remains with a successful Search check
(DC 14). His waist is still encircled by a cracked
leather belt, tied to which is a small pouch. Within the
moldy, crumbling confines of this pouch is a scrap of
parchment, mostly rotted and ripped but with at least
one very important line still legible. Give the players
Player Handout #2 if they find the scrap.
Development: Because the osyluth and kyton are
BLOODLINES
infused with, and helped create, the tainted energy of
the keep, slaying them partly disrupts its flow. The sur-
real darkness in the room gives way to mundane dark-
ness, and the pall of cold fear lifts from the characters.
15. THE PRINCE’S CELL (EL 11)
Access to this room is gained by walking toward the
doors and incanting “The throne belongs to Severi” in
any language. This allows the speaker to bypass the
teleport trap; such characters pass through the doors as
if they were naught but air. Living creatures can exit
the room simply by passing back through the doors in
a similar fashion.
After a single living creature passes through these
doors by uttering the passphrase, the magic of the trap
becomes dormant for 12 hours, allowing others to pass
through without resorting to the code. (This has the
additional effect of allowing nonliving creatures to
cross the barrier as well.)
Note that resourceful characters might find other
ways of bypassing this obstacle. Spells like dimension
door, stone shape, and the like could also allow the PCs
entrance to the room beyond, and clairaudience/clair-
voyance and other Divination spells could give them an
idea about what might be waiting for them.
Entering the room beyond the ensorcelled doors
is like stepping into a wall of cloying ink. Black-
ness seems to blind the mind as well as the eyes,
and a shiver dances along your spine. Goosebumps
prickle along your arms and hair rises from the
backs of your necks. Inside the small room, all is
darkness, although one thing is clearly visible: a
huge glyph in the center of the floor, pulsing with
an eerie red light. The light doesn’t so much illu-
minate the darkness as lend a crimson hue to the
blackness.
An irregular form is slumped against the far wall.
Your own light seems to have been snuffed out by
invisible tendrils, the only illumination comes
from the strobing, blood-red rune on the floor. The
flashing light etches a figure in the darkness.
Humanoid and skeletal, a long, cartilaginous
tongue whips from its mouth and weaves back and
forth in the open air, dripping something vile.
33
 ©2002 Wizards of the Coast, Inc. Permission is granted to photocopy this handout for home game use purposes only.
PLAYER HANDOUT #3
BLOODLINES
Tiny horns adorn its skull. The creature emits a
low groan before raising a blade of utter darkness
in a once-human hand.
Back in von Dorenn times, this room was ostensibly
the prince’s royal chambers, but in reality served as
little more than a holding cell where Severi could
work his evils beyond the reach of prying eyes. The
doors are made of strong, magically reinforced iron to
ensure that the prince never escaped captivity.
Severi proved incapable of stopping the prince in
his bloody rampage, but he did manage to protect him-
self, and after the other inhabitants of the keep were
dead, apprehend the young man and escort him back
to his cell. Here Severi, frustrated at this setback (and
the failure it depicted on his part), attempted to deter-
mine what had gone wrong with the prince and to
reassert control. Unfortunately for him, the fell ener-
gies were too far along by this point, tearing through
the prince’s body in an unstoppable cacophony of
madness. The doomed youth shook off Severi’s magi-
cal enchantments and slew the wizard with a sword of
darkness born from Severi’s own manipulations. The
prince was then finally consumed by the wicked curse
raging through his veins, but before his ultimate end
34
he followed whispers from beyond the plane and used
his fallen creator’s still-warm blood to inscribe a glyph
upon the floor of his room—a glyph that would
ensure that the curse of this place remained forever.
The prince resides here still, although it no longer
lives, and it is still driven to destroy all that breathes.
Describe the monster the prince has become in tones
of darkness and evil, stressing the strangeness of the
creature. It is the prince that is (at least partly) respon-
sible for the deaths of all who lived here before.
Severi’s remains lie at the far end of the room, a
skeleton stretched on the floor, spine severed neatly in
half. Close to him lie the few possessions that have
survived intact, see Treasure #2, below.
This room radiates strongly of evil and Conjuration
magic. This is where the power of the curse flows most
powerfully. The magic of this ancient blight functions
at a 16th-level of ability and can be dispelled like any
other magic effect. However, such is the potency of
the curse that dispel magic and similar effects serve
only to censor the curse for a period of 2d4 rounds; the
only way to be rid of it entirely is to slay its creator. The
energy that powers the curse stems directly from the
source of unlife that animates the prince.
 The curse has two
effects. First, all light
sources carried by the
PCs are suppressed
within this chamber, illu-
minating nothing at all.
The only light comes
from the rune, which
lends an eerie, strobe-

light effect to the scene.
This preternatural gloom
grants one-half conceal-
ment to any who cannot
see in the dark, meaning
that many PCs suffer a
20% miss chance. In addi-
tion, the curse of this
room causes all within it
of non-evil alignment to
act as if a prayer spell was
cast against them (–1 to
attacks, damage, saving
throws, and skill checks).
Creature (EL 10): The
prince’s power has faded
some since his death two
hundred years ago, but he is still driven to destroy all
that lives. The creature attacks with a dark, unholy
blade, slashing at opponents with alarming speed. It
wields this weapon like it is an extension of its body,
rather than following any set sword-fighting tech-
niques (it never tries to parry, for instance).
d The Cursed Prince, Fiendish Mohrg: CR 10;
Medium-size undead; HD 14d12; hp 92; Init +5; Spd
30 ft.; AC 15 (touch 11, flat-footed 14); Atk +13/+8
melee (1d8+5 plus 2d6 unholy damage/crit 19–20, +1
unholy longsword), +7 melee (0 plus paralysis, tongue
touch) or +12 melee (1d5+5, 2 slams); SA paralyzing
touch, create spawn, smite good; SQ undead, cold and
fire resistance 20, damage reduction 10/+3; SR 25; AL
CE; SV Fort +4, Ref +5, Will +9; Str 21, Dex 13, Con —
Int 11, Wis 10, Cha 10.
Skills: Climb +11, Hide +15, Listen +12, Move
Silently +15, Spot +12, Swim +10. Feats: Alertness,
Dodge, Improved Initiative, Mobility.
SA—Paralyzing Touch (Su): The undead prince
lashes out with its tongue in combat. An opponent
that the tongue touches must succeed a Fortitude save
(DC 17) or be paralyzed for 1d4 minutes.
SA—Create Spawn (Su): After 1d4 days, those slain
by the prince rise as zombies under the mohrg’s control.
SA—Smite Good (Su): Once per day, the prince
may make a normal attack to deal an additional 14
points of damage against a good foe.
BLOODLINES
Possessions: +1 unholy longsword, signet ring (see
Treasure #1).
Tactics: The prince concentrates its attacks on a
single PC until he or she is dead, instinctively focusing
on wizards or other spellcasters if the opportunity
presents itself. Note that the prince is no longer a
living creature, and so cannot ordinarily pass through
the ensorcelled doors leading out of the cell. However,
after one living creature has bypassed the magic doors,
their enchantment become inactive for a period of
time (12 hours—see above). This means that the
mohrg can pursue PCs if they attempt to flee back
through the doors.
Treasure #1: The mohrg wears a ring that can be
removed after the hideous creature is destroyed. It is
non-magical but made of finely crafted gold. Once dirt
and grime are rubbed away, the design can be seen: the
signet of House Jorat. A bard using bardic knowledge,
or a character with an appropriate Knowledge skill
(nobility & royalty, local, and so on), can attempt a
check (DC 15). Success indicates that the PC recog-
nizes the significance of this item: Only members of
the royal family are allowed to wear signet rings. The
ring is worth 400 gp, but thoughtful characters proba-
bly want to return it to the royal family.
Treasure #2: One item lies intact next to the bones
of Severi von Dorenn. It is a fair-sized leather satchel
that functions as a bag of holding with a maximum

35
 serviceable. Some half-
rotted benches and
chairs are also over-
turned on the floor. The
most disturbing sight,
though, is the massive,
overturned kettle, out of
which spill at least a
dozen skeletal humanoid
BLOODLINES

hands.

Nothing of interest can

be found in this room.
The hands were taken by
the prince from his vic-
tims (after his massacre)
and tossed in the kettle as
a final attempt at a joke.
17. STORAGE AND
LATRINE
Entering the portal to
this chamber reveals that
this was obviously once
some sort of storage area.
Ruined barrels and crates
lie all about the floor,
along with the long-
rotted remains of food-
stuffs and other supplies.
Off to the left, a
wooden door and most of
the stone wall that once
separated the main por-
tion of the room from a
smaller closet look to
weight limit of 250 pounds. Inside are a handful of have been battered to the ground. Beyond the ruined
gems worth a total of 1,500 gp as well as several loose wall you can see a privy. Blood has splattered against
sheets of paper that functioned as Severi’s journal. If the wall over the latrine in a vertical line—about the
the PCs take this, give the players Player Handout #3 height someone’s neck would be were they using the
at this time. facility.
Development: Slaying the prince frees his soul and
lifts the curse from the keep. The rune on the floor The prince indeed caught a monk using the privy in
fades away, and the unnatural darkness lifts. Light his rampage. He tore down the door and most of the
sources again shine normally. The darkness in area 8 wall to get into the panicked resident, then lopped off
dissipates as well, and the shadow mastiffs go with it. the monk’s head with one cut. If the PCs search the
Ad-hoc Experience Award: Award 10% more expe- latrine below, the find the Treasure.
rience for defeating the mohrg in area 15 due to the Treasure: The monk’s body was stuffed into the
“homefield advantage” it receives from the room. latrine, although his head is nowhere to be found. On
his corpse, the PC find a gold and sapphire pendant
16. KITCHEN (400 gp) in the shape of Immshin’s holy symbol—a gift
Once the keep’s kitchen, this chamber shows no to this monk from his family when he took his vows.
signs of recent use. A few kitchen implements lie
scattered about the room, although none are

36
 BACK TO THE COUNT
(EL8)
Now that the PCs have vanquished their opponents
and recovered several documents that Count Noliss
will undoubtedly be interested in, they probably leave
the keep and head to the count’s hunting lodge.
Unless the party took an inordinately long time clear-
ing out the keep, Lortes still waits at the foot of the hill
in a makeshift camp. He congratulates them on their
victory and eagerly leads them toward the hunting
cabin, anticipating great rewards from the count (or at
least a warm bed).
But Noliss has different plans. He has been spying
on the PCs throughout their expedition, and in all
likelihood has looked over the characters’ shoulders or
read their lips, and knows of the information con-
tained within the journals. He has, by now, discovered
some interesting tidbits. His ancestors were related by
blood to the king, which means he is, too. And one of
these ancestors gleaned knowledge from fiends from
the nethermost depths of the most infernal of planes.
How fascinating.
Far from being dismayed at his ancestor’s treachery,
Noliss is intrigued. Not only will his relationship to
the royal family make it easier to justify his rise to the
throne, but perhaps he can use Severi’s reputation to
lever the fiends into a position to help him. Noliss
revels in the knowledge of being linked to these pow-
erful devils and demons, and after about an hour’s
thought, resolves to put a plan into motion. The only
problem is witnesses. The PCs must be eliminated.
Noliss watches them approach his hunting lodge
along the narrow, 10-foot-wide dirt trail along which
Lortes guides them. When they get within a minute or
so of his cabin, he casts the following spells on him-
self, in the following order: fly, protection from arrows,
mage armor (making his AC 15) and finally shield
(increasing his AC to 22 while it lasts). He then exits
the lodge and moves to meet the party. At this point,
read or paraphrase the following.
The door to the large hunting lodge opens, and
Count Noliss himself steps out. He smiles pleas-
antly as he approaches you, his boar medallion
bouncing against his chest. “Greetings, friends,” he
says when he reaches you. “I have been awaiting
your return with great anticipation. What have you
discovered?”
Note that Noliss radiates magic like a beacon to
anyone detecting for it.
Noliss already knows what the journals contain and
what the party encountered in the keep, but if the PCs
wish to debrief him he listens politely and pretends to
be very interested. What he wants is for them to give
him the two diaries (Player Handouts #1 and #3) so
that he can dispose of these undesirable bystanders.
Noliss is supremely confident by now, and he has a
flair for the dramatic as well. When the PCs hand over
the two journals, read or paraphrase the following.
Noliss eagerly snatches the journals from your
hands, and suddenly he is airborne, swooping up
BLOODLINES
and backward, cackling. He waves the papers at you.
“Fools! I am a blood descendent of Severi von
Dorenn, one of the greatest wizards ever! And I rival
even him. The fiends I call upon will make this land
quake and tremble with fear! I shall bend this realm
to my whim and make it after my own designs. And
you—I thank you for recovering this, but you’ll
never leave this place alive!”
Creature: The above dialogue might need to be
altered somewhat, depending on the circumstances;
PCs are notorious for interrupting villains during
power-drunk speeches. In any case, play this scene up.
Right now, Noliss thinks he can best anyone, and he
loves the idea of being linked to powerful fiends. After
his little diatribe, he launches a fireball into the party
(note that Lortes probably fries).
k Count Noliss von Denn, Male Human
Ari2/Wiz7: CR 8; Medium-size Humanoid; HD
2d8+2 plus 7d4+7; hp 41; Init +4; Spd 30 ft.; AC 22
(touch 18, flat-footed 21); Atk +4 melee (1d4/crit
19–20, dagger); SA spells; AL LE; SV Fort +3, Ref +4,
Will +9; Str 10, Dex 10, Con 12, Int 17, Wis 13, Cha 14.
Skills: Bluff +7, Concentration +8, Diplomacy +9,
Innuendo +6, Knowledge (arcana) +10, Knowledge
(nobility and royalty) +15, Knowledge (the planes)
+15, Listen +8, Read Lips + 8, Scry +10, Spellcraft +10,
Spot +8. Feats: Alertness, Brew Potion, Improved Ini-
tiative, Lightning Reflexes, Scribe Scroll, Skill Focus
(Diplomacy), Spell Focus (Evocation).
Spells Prepared (4/5/4/3/1; base save DC= 13 + spell
level): 0—arcane mark, detect magic, mage hand, prestidig-
itation; 1st—burning hands, mage armor, magic missile
×2, shield; 2nd—blindness/deafness, flaming sphere*,
Melf ’s acid arrow, protection from arrows; 3rd—fireball*, fly,
slow; 4th—Evard’s black tentacles.
*The base DC for these spells is 15 + spell level, due
to Noliss’s Spell Focus (Evocation) feat.
Possessions: The count wears a plain gold +1 ring of pro-
tection and always carries various other magical imple-
ments, including a crystal-tipped wand of color spray (36
charges remaining) and a wand of magic missiles (5th-
level, 8 charges). He also has scrolls of dispel magic, fly,
hold person, and web on his person, which he won’t hes-
itate to use if the situation warrants (he can always
37
 scribe more). He has a potion of cure moderate wounds
and a potion of gaseous form, both of which he uses to
save himself if things get sticky.
Treasure: Besides his magic, Noliss wears fine robes
and jewelry, worth a total of 2,000 gp. The value of
these probably drops if Noliss is hit with damaging
area spells like fireball or lightning bolt, or generally
chopped to bits, at your discretion.
Tactics: Noliss currently dreams of taking the
BLOODLINES
throne and summoning devils and demons up from
the Nine Hells and the Abyss, so his mind isn’t exactly
focused. He also looks forward to finally using his
arcane powers, which he has been studying in secret
for so long, and he doesn’t really believe he can lose.
However, if reduced to 10 hit points or less, he realizes
he’s in for it and flees as best he can (shouting dire
threats at the characters all the while).
It’s assumed that the PCs have had a chance to rest
after battling the undead prince. You might wish to
tweak the time of day so that the characters emerge
from the keep at dusk so they want to make camp
before setting out for the count’s lodge. If their
resources are still depleted from combating the
mohrg, Noliss might make short work of them. On
the other hand, if the PCs had a fairly easy time in the
keep, they might emerge in the early afternoon, and
Lortes might urge a quick return to the hunting lodge,
eager for a hot meal and a bed to sleep on. Use your
best judgment when determining when to begin the
final encounter.
CONCLUSION
After slaying or driving off the count, PCs might wish
to investigate the hunting lodge. They’re free to do so,
although there isn’t much of interest inside. It’s a
sturdy wooden structure filled with stuffed animal
heads and hunting trophies (worth 1,000 gp total). The
only thing of real value is the scrying mirror set into
the count’s desk; unfortunately, Noliss was able to con-
tract a particularly indebted sorcerer to weave a contin-
gency-type effect into the mirror. If it is ever touched
by anyone aside from Noliss, it instantly teleports back
to the count’s manor house. The mirror resides in
Noliss’ study, a room which is arcane locked at 7th-level
but otherwise accessible. Also in this room is Noliss’
spellbook, containing all his prepared spells plus
arcane lock, web, and hold person.
What now? That depends on the whims of the play-
ers, and on whether or not Noliss survived. If he did,
he’s probably plotting some nasty revenge against the
party and fine-tuning his plan to take over the king-
dom. The characters might wish to inform the king of
this threat; whether or not he takes them seriously is
38
up to you, but the journals provide them with some
degree of leverage. The king might also reward the
party if they return the prince’s signet ring; choose a
suitable treasure or magic item worth around 2,000 gp.
Characters might want to track down Noliss, if he
survives. The problem is that the tricky count will
already have started the process of “clearing his name,”
spreading rumors about the low character of the PCs
in order to discredit any claims they make. If the party
lets Noliss live, they’ve made a dangerous enemy.
Luke Johnson lives in Salt Lake City, UT where he is pre-
tending to be a professional actor, improviser, and author. He
swims with sea turtles.
HUECUVA TEMPLATE
The huecuva template is reprinted from issue #86’s
“Rana Mor,” by Rich Baker. It has been updated where
necessary.
Huecuvas (Hweh-kew-vahs) are undead creatures
created from clerics, druids, paladins, or monks who
have failed in their vows. As punishment for their
heresies, they are doomed to undeath. Huecuvas are
sometimes created when a good or neutral cleric
changes his alignment to evil and dies without seek-
ing atonement for his wrongs, or when an evil priest is
subjected to a particularly powerful curse by his
patron deity.
Huecuvas retain dim memories of their old lives and
are often found in desecrated shrines and broken tem-
ples, existing in a mockery of their former orders.
They often have abilities that parody or pervert those
they had in life. They hate all living things, but espe-
cially good-aligned priests.
Huecuvas appear as humanoid skeletons wrapped
in tatters of their former vestments. Like any ancient
undead, their garments and equipment are tarnished
and corroded with age.
CREATING A HUECUVA
“Huecuva” is a template that can be added to any
humanoid creature (hereafter referred to as the “base
creature”) with at least one level in the cleric, druid,
paladin, or monk classes. The creature’s type changes
to undead. Unlike lichdom, which preserves the intel-
lect and powers of the base creature, the transforma-
tion to a huecuva exacts a terrible toll on the victim.
Hit Dice: Increase to d12.
Speed: Same as the base creature.
AC: The base creature’s natural armor increases by
+4. Huecuva often wear the armor they wore in life,
especially armor intended for ceremonial purposes.
 Attacks: The huecuva retains all the attacks of the
base creature and also gains a slam attack if it doesn’t
already have one.
Damage: Huecuvas have slam attacks. If the base
creature does not already have a slam attack, use the
values listed in the table below. A base creature with
natural attacks retains its old damage rating or use the
values below, whichever is better.
Size Damage
Fine 1 good-evil axis must always be evil. Note that a change
Diminutive 1d2
Tiny 1d3
Small 1d4
Medium-size 1d6
Large 1d8
Huge 2d6
Gargantuan 2d8
Colossal 4d6
Special Attacks: A huecuva retains all the special
attacks of the base creature. In addition, huecuva
expose any victims hit with a natural attack to a deadly
disease known as huecuva blight.
Huecuva Blight (Su): Fortitude save (DC 10 + 1/2
huecuva’s Hit Dice), incubation period one day,
damage 1d2 temporary Strength and 1d2 temporary
Constitution. An infected victim must make a saving
throw each day. The effects of huecuva blight are
cumulative each day until the victim reaches 0 Consti-
tution (and dies), makes two consecutive successful
saves, or receives magical treatment (such as a remove
disease spell).
Special Qualities: Huecuvas retain all the special
qualities of the base creature and also gains the undead
type. They also gain the following additional qualities.
Turn Resistance (Ex): A huecuva has turn resist-
ance +2.
Damage Reduction (Ex): A huecuva has damage
reduction 15/silver.
Darkvision (Ex): A huecuva has darkvision to a
range of 60 feet.
Class Abilities: A huecuva retains access to all of
the abilities of any classes it possessed in life, pro-
vided the alignment change doesn’t prevent access to
those abilities.
In addition, a huecuva gains the ability to cast divine
spells as a cleric with levels equal to the base creature’s
Hit Dice. So a 2nd-level human druid who becomes a
huecuva gains the spellcasting ability of a 2nd-level
cleric in addition to its druid spellcasting ability
(although it remains a 2-HD creature). A cleric who
becomes a huecuva gains two more cleric levels,
including 2d12 more HD and any increase in base
attack bonus or base saving throw bonuses. Thus, a
5th-level cleric becomes a 7th-level cleric upon
becoming a huecuva, gaining commensurate increases
in base attack bonus and saving throw bonuses.
Huecuva have access to the Death and Evil domains.
A creature that becomes a huecuva also experiences
a shift in alignment, becoming evil and corrupt as a
result of its journey into undeath. The specific align-
ment varies depending on the circumstance of the
BLOODLINES
huecuva’s undeath, but the creature’s alignment on the
in alignment might remove access to certain class abil-
ities (such is automatically the case with paladins who
become huecuvas).
Paladin huecuvas are distinct in another way. Fallen
from grace, they gain special abilities much like fallen
paladins who become blackguards. See Table 2–12:
Fall Paladin Blackguard Abilities in the DUNGEON
MASTER’s Guide, page 32, to determine a paladin become
huecuva’s special abilities.
Saves: Same as the base creature.
Abilities: Change from the base creature as follows:
Str +2, Dex +0, Int –6, Wis +2, Cha +2. As undead crea-
tures, huecuva have no Constitution score.
Skills: Same as the base creature.
Feats: Huecuvas gain the Toughness feat for free.
Otherwise, same as the base creature.
Climate/Terrain: Any land and underground
Organization: Solitary or gang (2–12)
Challenge Rating: Same as the base creature +2
Treasure: Standard
Alignment: Any evil
Advancement: By character class
The 1st Edition huecuva
from the Fiend Folio.
by Russ Nicholson.
39
 THE LAST HUNT
ARTWORK BY RON SPENCER • CARTOGRAPHY BY CRAIG ZIPSE
THE LAST HUNT
w Magic Items d Monsters
“The Last Hunt” is a short D&D adventure for four
4th-level characters. Having a barbarian, druid, ranger
or someone with woodland skills would be helpful,
but it isn’t necessary to play the adventure. This
module can be set in any feudal style campaign area
with a temperate forest.
ADVENTURE
BACKGROUND
Twice now, local woodsmen have been found slaugh-
tered by a gigantic, ferocious, man-eating bear. No
one was able to determine the perpetrator of the
attacks, until the third time, when an old lumberjack,
Evrehm, was able to climb a tree and wait until the
beast lost interest. When he could finally escape,
Evrehm knew exactly what he should do. Instead of
going to his own lord, he went to the neighboring
fiefdom and told Lord Algen of the mad bear.
Lord Johannes Algen has been fond of hunting all
his life. His skills at tracking and hawking are known
to all who make their living from the woods. His col-
lection of trophies is said to be the most impressive
display of wild animals outside of the Royal Zoo.
Even though Lord Algen is no longer young, he
cannot resist the chance at one last trophy.
Unbeknownst to everyone, the bear has not been
attacking randomly. A goblin druid by the name of
Sheesek has been using dominate animal spells to pro-
voke the creature into attacking. Sheesek wants to
make a new home for her tribe—the Biting
Wildlings—in the wood. She knows that until her
tribe is able to establish a fortified base, the human
lords in the area will easily push them out. She
intends to set up a series of animal attacks, making
the locals believe that the woods are too dangerous
40
BY JAMES WILBER
k NPCs s Objects c Settlements a Traps
for travel. When she is certain that human presence
in the woods is minimal, her goblin tribe can move in
secretly and establish a base of operations her clan
can later expand into a settlement.
ADVENTURE SYNOPSIS
Sir Harold Algen, Lord Algen’s son, asks for the char-
acter’s help. Harold believes, probably with good
cause, that his father is much too old to be hunting
big game. He offers them a total of 150 gp, and the
right to hunt and trap on his land, in exchange for
the PCs escorting his father on his last hunt. The PCs
are to pose as huntsmen, hired to track the bear, all
the while making sure that Lord Algen never
becomes endangered by the creature.
Of course, things get complicated. To start with,
Lord Algen is aware of his son’s concern; he might
not have the same spring in his step, but his mind is
as sharp as it has ever been. He doesn’t like the notion
of having “babysitters” and intends to lose the party
at the first opportunity.
To make things worse, the bear actually inhabits a
part of the forest owned by one Lord Fernier. Lord
Fernier has witnessed Lord Algen stomping through
his lands for the last time. He gets word of Lord
Algen’s latest quarry and intends to put an end to his
poaching once and for all.
The goblin Sheesek is also aware that a hunt is on
and intends to protect the bear, which is the fiercest
animal at her disposal, by setting traps for the would-
be hunters. She does what she can to keep the goblin
presence in the wood a secret, but attacks openly
with her band of goblin scouts if things take a turn
for the worse.

ADVENTURE HOOKS
The adventure assumes that the PCs encounter Lord
Algen and his son while traveling. If this does not suit
your needs, the characters can also become involved
in several other ways:
• The characters are hired to retrieve a rare herb that
grows in the Chalsem Wood.
• They can come upon Lord Algen traveling through
the woods, learn of the reason for his presence, and real-
ize that the hunt might be more than he can handle.
• They are tracking a band of goblins that are moving
across country. When they reach the Chalsem Wood,
they are approached by a woodsman who tells them
about the bear and Lord Algen. The fellow fears that
his lord, who is especially loved by the common folk,
might be in over his head.
BEGINNING THE
ADVENTURE
“The Last Hunt” consists of five encounters. The first
encounter is the character’s initial meeting with Lord
Algen and his son. The next three encounters—the
goblin scouts, the ettercaps, and the meeting with Lord
Fernier—can occur in any order. The final encounter,
with the bear, should be left til the end to preserve its
impact. It is up to the characters as to which path they
THE LAST HUNT
take through the forest. Lord Algen wishes to spend
two days hunting in the forest. When the characters
camp for the night, they are ambushed by the goblins
(see the “Goblin Scouts” sidebar).
Because there are only four combat encounters in
this adventure, Encounter Levels are slightly higher
than normal. You might wish to add to this adventure
by using the rules on page 133 of the DUNGEON MASTER’s
Guide, Building Wilderness Encounter Tables.
THE MEETING
While the characters are traveling, they come to a vil-
lage and witness an argument between father and son.
Read or paraphrase the following:
In the mid-morning, you come upon a picturesque
village. Low cottages with stone walls line the road
and fat cattle move slowly in the fields. Atop a
manor house on the edge of town, you see a flag
flying—a boar’s head on a green field—signaling
that the lord is in residence.
Voices carry from the manor, and you hear the
sounds of an argument. Near the manor stables, you
see a peasant holding the reins of a warhorse. Next
to the horse, an old man with gray hair, wearing
light armor, is struggling with the saddle. Although
his hands seem practiced, he is having a hard time
41
 lifting it onto the back of the tall horse.
Behind him, a young man dressed in fine clothing
of green and gold is yelling to get the old man’s
attention.
“Father! Father!” He pauses, struggling for the right
words. “My Lord!”
The old man stops and looks back at him grimly.
“Father, please—there are other men worthy of
the task.”
THE LAST HUNT
The old man looks at him grimly, “Aye, perhaps,
but this bear is a killer. He has killed before, and
he’ll kill again. It is my right, and my duty.”
“Please father,” the young man says again. “Let me
at least find you some huntsmen.”
“There is no time,” the old man says with resolve.
“Now where is my damn spear?”
With that, the old man walks into the stable. The
young noble stands there for a moment, deep in
thought. He looks up when he hears the sound of
your approach, and you notice his eyes passing over
your arms and equipment.
His eyes brighten, and he shouts out to you. “You
there, hold! I would like a word with you.” He hur-
ries out to the road to greet you.
The young nobleman is one Sir Harold Algen.
Creatures: Although wary of the PCs, Sir Harold has
little choice but to try and get their help. He asks them
their business first, trying to get a feel for the group’s
general alignment. He then tells them the story of the
bear and tries to enlist their aid. He explains his
father’s need for assistance and simply offers what he
has: 150 gp and hunting rights on Algen lands.
Shortly after the negotiations, Lord Algen returns
from the stables with his spear.
pqqqqrs
SCALING THE ADVENTURE
“The Last Hunt” is designed for four 4th-level PCs, but it
can be modified for parties of different sizes or levels. The
adventure can be scaled by raising or lowering the levels of
the main antagonists and adding or removing some of their
subordinate creatures.
Consider adapting the adventure as follows:
2nd- and 3rd-level PCs: Run the adventure as written, but
with the following additional changes:
• In area 1, take away one of the ettercaps and half of the
traps.
• Lower Lord Fernier to 4th level.
• In area 3, lower Sheesek to 4th level and take away the
goblin scouts.
5th- and 6th-level PCs: Run the adventure as written, but
with the following additional changes:
pqqqqrs
42
k Si r H a ro l d A l ge n , M a l e H u m a n A r i 3 : CR —;
Medium-size Humanoid (5 ft. 10 in. tall); HD 3d8; hp
17; Init +1; Spd 30 ft.; AC 11, touch 11, flat-footed 10;
Atk +3 melee (1d4/crit 19–20, masterwork dagger); AL
LG; SV Fort +1, Ref +2, Will +6; Str 10, Dex 12, Con 10,
Int 14, Wis 12, Cha 16.
Skills: Bluff +9, Diplomacy +11, Gather Information
+9, Innuendo +7, Knowledge (nobility and royalty) +8,
Listen +7, Sense Motive +9. Feats: Iron Will, Skill Focus
(Diplomacy), Skill Focus (Sense Motive).
Possessions: masterwork dagger, noble’s outfit, 150 gp
in pouch.
Sir Harold is a handsome man, about twenty-five
years old, with brown hair and blue eyes. The charac-
ters can tell by looking at him that he is no fighter, and
is probably more at home at court than on a hunting
trip.
Sir Harold truly wants to keep his father safe.
Although the PCs seem to be his last hope, he does not
tolerate abuse or blackmail. Sir Harold uses his Diplo-
macy and Sense Motive skills as needed when dealing
with the characters.
k L o r d J o h a n ne s A l g e n , M a l e H u m a n A r i 4 / Ft r 3 :
CR 6; Medium-size Humanoid (5 ft. 10 in. tall); HD
4d8–4 plus 3d10–3; hp 32; Init –1; Spd 30 ft.; AC 16
touch 9, flat-footed 16; Atk +7/+2 melee (1d8/crit ×3,
masterwork shortspear), or +6/+1 ranged (1d8/crit
×3, composite longbow with masterwork arrows); AL
CG; SV Fort +5, Ref +1, Will +8; Str 10, Dex 9, Con 9,
Int 14, Wis 16, Cha 15.
Skills: Diplomacy +6, Handle Animal +8, Hide +2,
Knowledge (nature) +8, Listen +11, Move Silently
+12*, Ride +5, Spot +11, Wilderness Lore +12. Feats:
Alertness, Great Fortitude, Mounted Combat, Ride-By
Attack, Spirited Charge, Track.
• Make Sheesek 7th level and make all of the goblins 1st-
level rangers.
• Give the ettercap two more monstrous spiders.
• Raise Lord Fernier to 8th level.
7th- and 8th-level PCs: Run the adventure as written, but
with the following additional changes:
• Makes Sheesek 8th level and give her a 5th-level goblin
barbarian or ranger bodyguard.
• Add two more ettercaps and two more monstrous spi-
ders. Make one of the spiders Huge (instead of Large).
• Raise Lord Fernier to 9th level, and make all of his com-
panion knights 4th-level fighters.
Remember that changing the Encounter Levels should
raise or lower the amount of treasure in the adventure.
Consult page 170 in the DUNGEON MASTER’s Guide (Tables 7-
2, 7-3, and 7-4) to determine treasure appropriate to the
new encounters.
 *Lord Algen receives The Chalsem Wood
a +10 circumstance
bonus to Move Silently
checks due to his boots of
elvenkind. Blodgett Fallen Trees
Creek
Possessions: +1 studded
leather armor, +1 large
wooden shield, boots of
elvenkind, masterwork

THE LAST HUNT

shortspear, composite
longbow with 50 mas- 1
terwork arrows, heavy
warhorse, tent, bedroll, Standing Stones
2 day’s worth of trail
rations.
Lord Algen look like
an old veteran. He has
thick, brown hair with 2
patches of gray and
bright blue eyes. He is 3
sixty-three years old and
has the physical shape
of a man who was prob-
ably much stronger and Old Woodman’s
healthier at one time in Shack
his life. It is readily
apparent to anyone who One Mile
deals with him for any
length of time that he is
not quite as physically
able as he used to be, but he is still a formidable man. THE WOOD
At first, Lord Algen is quite friendly, striking up con- The Chalsem Wood is a small, old-growth forest that
versations with anyone in the party who looks like she lies directly adjacent to Lord Algen’s lands. There are
knows the woods. This is just a ruse: He doesn’t need no roads in the forest, but it does have many winding
any “babysitters”; he intends to hunt this beast alone, game trails that are easy to follow. Riding a horse on
as he has in the past. the game trails is easy enough, but anytime a character
Development: When his father returns, Sir Harold wishes to ride through the dense underbrush and
introduces the PCs as trackers, volunteering to help trees, she must make a Ride check (DC 10) to avoid
with the hunt. Use the following description, or role- low branches and fallen trees that could knock her off
play the scene as you prefer. the horse. Riding faster than normal speed, or riding
through the forest during combat, raises the difficulty
The old man returns with an ancient but well-kept on the Ride check to DC 20. In combat, Ride checks
spear and grabs the reigns of his horse. With notice- must be made every round.
able effort he swings himself into the saddle.
Sir Harold stands before him, motioning for the SETTING OUT
party to come forward. Read the following as the characters set out on the hunt:
“My Lord, these fine people have volunteered to
help you track the beast. Will you have them?” Sir This small woodland is quite picturesque. Majestic
Harold says. oak tress and a few small pines provide a cooling
Lord Algen scowls at his son, and then looks at the shade, although they are not dense enough to
party, staring each member in the eye for some make the forest dark. Small animals can be seen
time. “ Trackers, aye? Well, they look capable skittering about, and the pleasant aroma of wild
enough.” He kicks his horse into motion. “Let’s be flowers fills the area.
off; there’s a bear to catch.”

43
 Lord Algen smiles and
remarks that this is a perfect
day for hunting.

The characters approach

the wood from the west. Lord
Algen suggests that the PCs
follow the many game trails
that lead through the forest.
THE LAST HUNT

He allows them to pick which

path to take.
De ve l op me nt : Anytime it
seems like the party is not
paying attention, Lord Algen
sneaks off into the woods.
Make opposed checks using
the party’s Spot versus Lord
Algen’s Hide. If he manages
to get away, the PCs have to
track him down using the
Track feat. Finding and catch-
ing up with Lord Algen
requires a Wilderness Lore
check (DC 20), due to his inti-
mate knowledge of the
woods. He attempts to hide
from the party as long as he
can. If caught, he turns into
the grumpy old man that he
really is, although he shows a
grudging respect for the
adventurers.
If the PCs fail to find Lord
Algen when he slips away,
they might find him later on,
after he has gotten himself
into trouble.

GOBLIN SCOUTS (EL 4) or +5 ranged (1d6+1/crit ×3, mighty composite short-

Although Sheesek’s goblin tribe is trying to remain
hidden, they do not pass up what they perceive as an
easy kill. Her scouts, Glub and Mokar, find and attack
anyone spending the night in the woods.
Crea tures: The goblins prefer to wait until a foe is
encamped before attacking. They attempt to stay out
of the range of any light source the party might have,
spreading out in a circle to surround the encampment
(make opposed Spot versus Hide rolls, modifying for
darkness).
d G lu b and Moka r, Ma l e Gobl in Rgr1 ( 2 ): CR 1;
Small Humanoid (goblinoid) (4 ft. tall); HD 1d10+1;
hp 13, 11; Init +3; AC 19, touch 14, flat-footed 16; Atk
+4 melee (1d6+1/crit 19–20, masterwork shortsword),
bow [Str +1]); SA favored enemy (humans); SQ darkvi-
sion 60 ft.; AL NE; SV Fort +3, Ref +3, Will +1; Str 12,
Dex 17, Con 13, Int 10, Wis 12, Cha 6.
Skills: Hide +9, Listen +5, Move Silently +9*, Spot +5,
Wilderness Lore +5. Feats: Point Blank Shot, Track.
*Goblins receive a +4 racial bonus to Move Silently
checks.
Possessions: potion of cure light wounds, chain shirt,
small wooden shield, masterwork short sword, mighty
composite shortbow [Str +1] with 40 arrows, three
flasks of alchemist’s fire, sack with 1d10 sp.
d Goblins (4): hp 6, 5, 4, 4, 4, 3; Monster Manual 107.
All goblins in the scouting party have shortbows
instead of javelins.

44
 Tact ics: The goblin scouts begin the attack by lob-
bing their jars of alchemist’s fire at any tents (AC 4) or
those sleeping out in the open. They then attack with
their bows. If any of the characters charge the goblins,
they attempt to swarm a lone PC. If half or more of the
goblins are killed, they fade into the night, separating
to throw off pursuit.
1. ETTERCAP’S TRAP (EL VARIABLE)
Sheesek the goblin has made a loose alliance with a
pair of ettercaps and their two monstrous spider pets
that live within the forest. From time to time, she
brings the ettercaps food and the ettercaps have
agreed to leave the bear and her goblins alone. Sheesek
has also ordered her goblin troops to dig pit traps to
help the ettercaps catch prey.
The bear’s tracks lead right to this area. Sheesek
herds it through the ettercaps’ lair every day to insure
that fresh tracks lead any interlopers toward the etter-
caps and their spiders.
Traps (EL 1/2 each): The pits are covered with old
spider webbing, with fallen leaves and sticks woven in,
making them camouflaged. The pit on the trail is large
enough for a horse to fall in.
a Pit Traps (10 ft. Deep): CR 1/2; no attack roll nec-
essary (1d6); Reflex save (DC 20) avoids; Search (DC
20); Disable Device (DC 20).
Creatures (EL 7): the goblins have warned the etter-
caps that a group of hunters will soon
be entering the forest and the crea-
tures have been on alert since then.
d Ettercaps (2): hp 27, 25; Mon-
ster Manual 88.
d Large Monst rous Spiders (2) :
hp 26, 24; Monster Manual 210.
T a c t i c s : The ettercaps have
devised some fiendish tactics for
killing groups of prey (refer to the
encounter map). The two mon-
strous spiders wait, hiding up in the
trees above the game trail. Let PCs
make Spot checks versus the
spider’s Hide checks; the spiders Pit
receive a +4 circumstance bonus to
their rolls due to their familiarity
with the terrain.
The ettercaps wait on the ground,
also hiding and receiving the cir-
cumstance bonus, about 40 feet east
of the trail. They wait until some-
one either finds or falls into their
large pit trap, which is probably the
first person passing through. 20 Feet
After someone falls in the trap, the first ettercap
starts jumping up and down, screeching in a hissing
Common, “Flesh, flesh!”
It then waits for the party to chase after it. It runs in
a circle, passing as close as it can between the other pit
traps (same as above)—sometimes leaping corners of
the traps or otherwise passing through the trapped
squares without setting them off—and the nets of
webbing that the two monstrous spiders have made in
THE LAST HUNT
an attempt to catch its pursuers (for rules on mon-
strous spider webs, see the Monster Manual, page 208).
The ettercap attempts to make a complete circle past
the traps, where the second ettercap is waiting. Hope-
fully, after it has thrown off enough pursuers, the two
ettercaps turn and attack those who remain. If the first
ettercap gets cornered, it climbs a tree and the second
ettercap then reveals itself to draw the party’s attacks.
Meanwhile, the monstrous spiders attack anyone
caught in the pits or the webs. The spiders bite and
then retreat, per their training, either climbing back
into the trees or moving on to the next victim, waiting
until their poison takes its full effect.
Treasure: With a successful Search check (DC 20),
the PCs find the corpse of a ranger, covered in old web-
bing. All of the equipment on the corpse is useless, but
it has 300 gp in a pouch.
Ad-hoc XP Award: Award 10% more experience for
defeating the ettercaps and spiders due to the
The Ettercaps’ Trap
Pit
Pit
Pit
Pit
S
Pit
S
Pit
45
 challenge of battling the creatures in terrain that heav-
ily favors them.
2. LORD FERNIER’S PARTY (EL 4)
Read the following text, when the characters approach
the encounter area.
The sound of approaching horses and the clanking
of armor breaks through the stillness of the forest.
THE LAST HUNT
Lord Algen winces, as if he knows what is
approaching.
Six men in chainmail armor led by a man in plate,
all mounted, step clear of the underbrush and
approach your party. The lead man has a sneer on
his face and anger in his eyes.
He rides straight up to Lord Algen, pointing an
accusing finger at him.
“ That’s it Algen! I have had enough of your
poaching!”
Of course, if Lord Algen has given the PCs the slip,
modify the read-aloud text accordingly. You can opt to
have the PCs encounter Lord Fernier alone in such an
instance, or perhaps with the sullen Lord Algen in tow.
The party encounters Lord Fernier and his men in a
clearing large enough for their horses to move about.
Creatures: You should make it clear that none of the
men have drawn their weapons. This should be strictly
a roleplaying encounter. If the PCs draw weapons,
Lord Fernier raises his hand in a motion to parley. If
the PCs press the attack, the knights and their lord
defend themselves, while Lord Algen looks shocked
(no action for 1 round), then defends Lord Fernier
against the characters (he actually likes his neighbor-
ing lord—mostly).
k Lord Vincent Fernier, Male Human Ari6: CR 3;
Medium-size Humanoid (5 ft. 8 in. tall); HD 6d8; hp
28; Init +2; Spd 20 ft.; AC 22, touch 11, flat-footed 21;
Atk +7 melee (1d8+2/crit 19–20, +1 longsword); AL
LG; SV Fort +2, Ref +4, Will +6; Str 13, Dex 14, Con 10,
Int 12, Wis 9, Cha 15.
Skills: Bluff +9, Diplomacy +11, Handle Animal +9,
Innuendo +7, Knowledge (nobility and royalty) +8,
Ride +9, Sense Motive +8. Feats: Iron Will, Mounted
Combat, Ride-By Attack, Weapon Focus (longsword).
Possessions: +1 large steel shield, +1 longsword, potion of
cure moderate wounds, masterwork full plate armor,
pouch with 20 pp, heavy warhorse.
Lord Fernier wears ornate plate armor and rides a
black warhorse. He is a handsome man in his early thir-
ties, with brown hair and a thin beard and moustache.
Lord Fernier is angry, but he is also lawful good. He
won’t attack but defends himself if necessary. He feels
that he has been wronged and wants satisfaction.
46
k Lord Fernier’s Knights, male humans Ftr1
(6): CR 1; Medium-size Humanoid (5 ft. 10 in. tall);
HD 1d10+2; hp 12, 10, 8, 8, 7, 6; Init +1; Spd 20 ft.; AC
18, touch 11, flat-footed 17; Atk +4 melee (1d8+2/crit
19–20, longsword); AL N; SV Fort +4, Ref +1, Will +1;
Str 15, Dex 13, Con 14, Int 10, Wis 12, Cha 8.
Skills: Handle Animal +3, Knowledge (nobility and
royalty) +2, Ride +5. Feats: Mounted Combat, Ride-By
Attack, Weapon Focus (longsword).
Possessions: chain mail armor, large steel shield, mas-
terwork longsword, net, pouch with 20 gp, heavy
warhorse.
Development: The party can resolve this encounter
with good roleplaying and/or Diplomacy skill
checks. Lord Fernier’s attitude is currently Hostile; in
order to persuade him to let Lord Algen continue his
hunt, the PCs must succeed at Diplomacy checks to
move his attitude to Friendly. The characters can
retry as often as they like, making a check for every
few minutes of conversation. The characters can help
their task by giving in to some of Lord Fernier’s
demands. For each demand, the characters receive a
bonus to their Diplomacy checks, these bonuses are
cumulative.
1. Make Lord Algen agree to never hunt on his land
again. This requires that the characters succeed at a
Diplomacy check (DC 12) with Lord Algen (+4 bonus).
2. Make Lord Algen apologize for trespassing. This
requires that the characters succeed at a Diplomacy
check (DC 15) with Lord Algen (+2 bonus).
3. Make Lord Algen pay 100 gp in restitution. This
requires that the characters succeed at a Diplomacy
check (DC 15) with Lord Algen (+2 bonus).
4. Agree to give him the meat from any animal that
is killed this day, but Lord Algen can keep the head.
Lord Algen agrees to this (+2 bonus).
The characters can also receive a +4 bonus to their
Diplomacy checks by reminding Lord Fernier that the
bear has killed before and might kill again.
The party should receive experience points for suc-
cessfully negotiating with Lord Fernier as if they had
defeated him and his men in combat. If the party fails
in its negotiations, but insists on continuing the hunt,
Lord Fernier and his men attack, trying at first to
subdue the characters. Three of Lord Fernier’s men
have brought nets, in case the old man caused trouble.
They use these on the PCs but they are not proficient
in their use (–4 on attack rolls, see Player’s Handbook
page 102 for rules on nets). The knights use lethal
force if it is used upon them. If the negotiations fail
and the PCs leave the area, only to return later and
continue their hunt, they do not encounter Lord Fer-
nier again, but also receive no experience points for
the encounter.
 Killing Lord Fernier and his men is a bad idea. If the
knights attack and the PCs don’t just surrender, Lord
Algen uses the opportunity to run, heading home as
fast as he can (as opposed to aiding Lord Fernier if they
PCs attack first). Killing a lord on his own lands makes
the characters outlaws and murderers. They are
hunted by the king’s men and a bounty of 1,200 gp is
placed on each of their heads. No respectable mer-
chant or innkeeper will have dealings with them, and
Lord Algen and his son disavow having any contact
with them. Even if the PCs leave the kingdom, bounty
hunters chase them for some time to come.
3. THE BEAST (EL VARIABLE)
Read the following when the party arrives at the
encounter area:
In a small clearing you see a gigantic bear, 12 feet
long, with teeth as long as a man’s forearm. It sniffs
the air and paws at the ground, then charges
straight at you!
If Lord Algen slipped away from the PCs earlier, he
is here, having arrived just before the characters, and
readying a charge against the bear.
Creatures (EL 5): Sheesek and her goblin scouts
have been following the bear all day, waiting for the
characters to find it. When the goblins hear the char-
acters approaching, (which should be automatic
unless the party is purposefully moving quietly),
Sheesek casts dominate animal, magic fang, and bull’s
strength from one of her scrolls, on the bear. Then
Sheesek and the goblins hide in the woods.
d Bear, Brown (advanced): CR 4; Large Animal
(12 ft. long); HD 8d8+32; hp 72; Init +1; Spd 40 ft.; AC
15, touch 10, flat-footed 14; Atk +14 melee (1d8+8, 2
claws) and +9 melee (2d8+4, bite); Face/Reach 5 ft. ×
10 ft./5 ft.; SA improved grab; SQ scent; AL N; SV Fort
+10, Ref +7, Will +3; Str 27, Dex 13, Con 19, Int 2, Wis
12, Cha 6.
Skills: Listen +4, Spot +7, Swim +14.
Improved Grab (Ex): To use this ability, the bear
must hit with a claw attack.
Creatures (EL 7): The goblins wait to attack,
unwilling to reveal their presence until their prize
bear has been slain or they have been spotted.
d Sheesek, Female Goblin Drd6: CR 6; Small
Humanoid (goblinoid) (3 ft. 10 in. tall); HD 6d8+5; hp
33; Init +7 (+3 Dex, +4 Improved Initiative); Spd 30 ft.;
AC 18 (+1 size, +2 armor, +2 shield, +3 Dex); Atk +6
melee (1d6+1, +1 sickle); or +8 ranged (1d4, sling); SA
spells; SQ nature sense, animal companion, woodland
stride, trackless step, resist nature’s lure, wild shape
2/day; AL NE; SV Fort +6, Ref +5, Will +7; Str 10, Dex
16, Con 13, Int 12, Wis 15, Cha 8.
Skills: Animal Empathy +8, Concentration +10,
Handle Animal +8, Hide +7, Intuit Direction +11,
Move Silently +7*, Wilderness Lore +11. Feats: Combat
Casting, Improved Initiative, Scribe Scroll.
*Goblins receive a +4 racial bonus to Move Silently
checks.
Spells Prepared (5/4/4/2; base DC = 12 + spell level):
0—cure minor wounds, detect magic, flare, resistance, read
THE LAST HUNT
magic; 1st—entangle, magic fang, obscuring mist, summon
nature’s ally I; 2nd—flaming sphere, heat metal, summon
swarm, tree shape; 3rd—contagion, dominate animal.
Possessions: +1 small wooden shield, +1 sickle, wand of
cure light wounds (25 charges), potion of blur, potion of
endurance, scroll of barkskin (×4), scroll of bull’s strength
(×4), scroll of dominate animal, leather armor, sling
with 20 sling bullets, pouch containing 25 gp and a 50
gp gem (bloodstone).
Sheesek is an older, gray-haired, orange-skinned
goblin with crooked teeth. She wears many feathers
and necklaces made out of bone.
Sheesek’s two main goals are making the woods as
dangerous as possible and keeping her band’s presence
a secret. Sheesek can speak Common.
Sheesek’s animal companions are three dire badgers.
The goblins with Sheesek use bows at long range
instead of javelins.
d Dire Badgers (3): hp 26, 25, 25; Monster Manual 56.
d Glub and Mokar, Male Goblin Rgr1 (2): hp 13,
11; see “Goblin Scouts” for complete statistics.
d Goblins (5): hp 7, 6, 5, 4, 4, 4, 3; Monster Manual
107.
Tactics: The bear charges the nearest opponent and
fights until slain.
The PCs might Spot the goblins in the woods with
successful Spot checks, opposed by the goblins’ Hide
checks. When someone sees the goblins, or if the bear
is slain, the goblins begin shooting their shortbows at
the party. The goblin scouts stay beside Sheesek to
defend her, using their bows. When the goblins begin
their attack, Sheesek immediately casts entangle on the
party. She then casts barkskin from her four scrolls on
any nearby goblins, and bull’s strength from her remain-
ing scrolls on her dire badgers. If there is time, she
drinks her potions of blur and endurance. She then
attacks the party with heat metal and flaming sphere
spells. If she reaches less than 5 hit point, she casts
obscuring mist and attempts to escape.
Note that if the PCs have spent one night in the
wood, they’ve probably already been attacked by some
of the goblins (see the “Goblins Scouts” section for
details). Adjust the goblins’ numbers according to any
losses they’ve suffered already at the hands of the PCs.
47
 Ad-hoc XP Award: Give the PCs 25% more experi-
ence for defeating the bear, due to its advanced state.
CONCLUSION
If the party defeats the bear and the goblins, Lord
Algen takes his trophy and goes home, swearing that
his hunting days are over. Lord Algen’s son is relieved
to see his father back in one piece and offers the party
THE LAST HUNT
PCs have made a dangerous enemy in the Biting
Wildlings. The tribe is furious at the loss of their
potential new stomping grounds, and they might take
their frustration out on both the surrounding country-
side and the PCs. If the PCs have opted to set up a base
of operations in the area, the goblin tribe and their
allies could make excellent recurring villains. Ω
James Wilber would like to thank Ty, all the Origins’ playtest

the reward even if he did not hire them in the first group, and anyone who has played in a Big Daddy Thwak’s
place. Millennial Army event. See you next Con!
The PCs now have a sizable boon in the form of
hunting rights on Lord Algen’s lands. They can profit
from this themselves, hunting and selling wild game
and furs, or even sell the rights for up to 3,000 gp, if the
right buyer could be found. The characters might even
want to set up a home base here to take advantage of
their rights.
If Lord Algen is slain during the adventure, his son
blames the PCs. He goes out of his way to tarnish their
reputations with the local nobility.
If Sheesek or any of her goblin lackeys escape, the

ISSUE #95 PREVIEWS

BEYOND THE LIGHT OF REASON
by Caine Chandler
The city of Rutherton has known many years of peace due to
the holy flame that shelters their small town. But now a vio-
lent storm has extinguished the brilliant flame and the city is
threatened from a powerful foe. Can the PCs race into a
deadly mine and rekindle the Light of Reason in time to stop
this villain? And what waits for them within the bowels of the
mountain? Only a perilous journey will reveal the answers.
"Beyond the Light of Reason" is a D&D adventure for four
13th-level PCs but is adaptable for characters of levels 9–17.
THE PORPHYRY HOUSE HORROR
by James Jacobs
The pirate town of Scuttlecove has always been a haven for
the deviant, criminal, and downright evil of the world. But a
new darkness has invaded the town. A secret cult has begun
abducting young woman from the mainland for some dark
purpose, and it's up to the PCs to find out what. Scuttlecove is
a dark place, however, and the city has no place for mercy or
tenderness in its heart. Can the characters wade through its
cannibalistic street gangs and the dark rulers of the town and
its island, among other threats, to reach their goal and
uncover the mystery of the kidnappings? "The Porphyry
House Horror" is an adventure in support for The Book of
Vile Darkness. Intended for mature audiences only, the
module will be presented in a special sealed section of the
magazine. The module is a D&D adventure for four 10th-level
PCs but is adaptable for characters of levels 7–13.
HOLLOW THREATS
by Richard LJ Pett
A marauding dragon turtle is terrorizing towns up and down
the coast, and towns are being evacuated everywhere. The
PCs, visiting such a town, hear that the creature is headed this
way, and the village of Fogly is in a panic. Just beginning their
adventuring careers, the PCs are still the only hope for the
small hamlet; they can either hide like the rest of the town, or
rise to the occasion and try to defeat the terrifying beast. But
is everything as it seems? Strange events precede the crea-
ture's arrival, and only astute characters will note that some-
thing is amiss. Can the mystery be solved before the dragon
turtle arrives to lay waste to quiet Fogly? "Hollow Threats" is a
D&D adventure for four 1st-level PCs but is adaptable for
levels 2–5.

48
 THE EXCAVATION
BY MICHAEL T. KUCIAK
ARTWORK AND CARTOGRAPHY BY RICHARD WHITTERS
EXCAVATION
THE
w Magic Items d Monsters k NPCs s Objects
“The Excavation” is a Side Trek adventure for four 3rd-
level PCs. Parties with stealth abilities and at least one
cleric are recommended. “ The Excavation” can be
inserted into any campaign with temperate, forested
hills.
PREPARATION
You (the DM) need the core books, including the
Player’s Handbook, DUNGEON MASTER’s Guide, and espe-
cially the Monster Manual. Familiarize yourself with
the dretch and its spell-like abilities prior to running
the adventure.
ADVENTURE
BACKGROUND
Hurazrod the blackguard terrorized the area for years
from his shadowy keep. Last month, a group of good
paladins, wizards, and clerics showed up to end his evil
reign. They defeated Hurazrod, slew his minions, and
salted the keep with holy items infused with perma-
nent consecrate and protection from evil spells. There was
much rejoicing, and the group rode off into the sunset.
Everybody thought evil had been cleansed from the
keep once and for all, until rumors of a rock-throwing
ghost began circulating through local villages.
The “poltergeist” is, in fact, Hurazrod’s janitor. Even
blackguards need someone to clean their shadowy
keeps and cook dinner. Being stupid and easily bul-
lied, a dretch seemed the perfect candidate. Unbe-
knownst to its master, this dretch was a smarter than
the average representative of its species.
Wretch the Dretch, as it was dubbed, was out col-
lecting firewood with a few zombies when the holy
strike force attacked. It hid, waited for the dust to
clear, and sat down to decide what to do next. As far as
anybody knew, it was dead along with the rest. Wretch
did not want to summon other dretches for help, as
50
c Settlements a Traps
that might earn it a ticket back to the Abyss. Wretch
would have to make its own way in the world.
As janitor, Wretch possessed a set of keys for every
door in the keep. It knew of a cache of magical items
in the basement. But the holy items in the keep made
going inside highly uncomfortable. Then Wretch
struck on a plan—why not dig from outside?
So, for the past two weeks, Wretch and its zombie
crew have been excavating the base of the keep. It
controls the zombies because Hurazrod’s last com-
mand (they were just collecting firewood) was, “Do
whatever Wretch tells you.” Also, a pair of ghouls that
were turned during the attack slunk back. They now
patrol the surrounding area and keep nosy villagers
away.
ADVENTURE SYNOPSIS
The PCs travel near the sight of Hurazrod’s ruined
keep on their way somewhere else or due to the
rumors of ghosts haunting the area. While in the
vicinity of the ruins, they encounter signs that some-
thing still lurks in the area. Investigating, they dis-
cover Wretch and its lackeys digging away. Wretch is
by no means pleased that someone might come and
steal its treasures, so it attacks, trying to drive off the
would-be intruders with mysterious harrying tactics.
When the PCs defeat the dretch, zombies, and ghouls,
they then have the option of exploring the ruins them-
selves or simply continuing with their prior
engagement.
CHARACTER HOOKS
The best way to involve the PCs is for them wander
through a nearby village and hear the poltergeist
rumor. Hurazrod’s downfall is big news, and they
might be interested in his keep. A higher-level paladin
or cleric might send a lower-level character of his or
her order to check up on the place. Animals
living around the keep might mention the
“ghost” to druids and rangers. Otherwise, the
PCs could blindly happen across the dig site
while traveling.

BEGINNING THE
ADVENTURE

EXCAVATION
An encounter with Wretch and his crew is fairly
straightforward. The ghouls patrol the woods

THE
around the keep. Wretch and the zombies are
digging. If the party fights the ghouls, Wretch
hears the combat and gets ready. If the PCs are
especially lucky or sneaky, they could get to the
keep, surprise Wretch, and make short work of
the whole crew. Wretch is smart and cowardly in
equal measure and has no problem fleeing or
trading information to save itself.

1. KEEP ENVIRONS (EL 4)

When the PCs near the edge of the clearing
around the ruined keep, read or paraphrase the
following.

The forest is unnaturally still here. The natural

sounds you’ve grown accustomed to while
traveling through the forest have all died
away. About 50 feet ahead, it looks like the
trees begin to thin out into a clearing, the size
of which is impossible to discern from this
distance.

The clearing ahead holds the ruin of

Hurazrod’s keep and Wretch’s excavation site.
The silence of the surrounding woodlands is due
entirely to the presence of the undead; no wood-
land creature can tolerate their stench, let alone
their insatiable hunger.
Hurazrod’s minions cleared the area around
the keep in a 100-yard radius. Wretch’s excava-
tion site lies on the southern wall. A 10-foot pile
of dirt and rocks lies next to the tunnel, obscur-
ing it from casual on-lookers. The tunnel is 20
feet from hitting the cellar wall.
Creatures: At this point, the ghouls have
probably already noticed the characters unless
they’ve taken special precautions to stay hidden
and silent. The ghouls patrol in a more-or-less
circular fashion. Make a Listen skill check (DC
10) for the ghouls if the party is traveling nor-
mally, adjusting the DC depending on the party’s
actions (higher if they are cautious). If the
ghouls hear the PCs coming, they Hide and

51
 THE RUINED KEEP
EXCAVATION
THE
Rubbish Pile
Move Silently to set an ambush. The PCs notice them
with opposed Spot and Listen checks, respectively.
The ghouls comprise the first of the three groups of
antagonists the PCs face here. The other two are
Wretch the dretch and the four zombie diggers.
They’re found at area 2.
d Ghouls (3): hp 15, 13, 12; Monster Manual 97.
Tactics: The ghouls lie in wait until the group passes
them by, then leap out at the rearmost character. They
focus their attacks on one target as long as they can,
hoping to bring someone down. If a character suc-
cumbs to a ghoul’s paralysis, the ghouls do not con-
tinue to attack the creature and turn their attention to
another opponent.
Development: If the PCs fight the ghouls, Wretch
hears the combat and prepares. During the day, there’s
a 30% chance the PCs miss the ghouls, since they’re
less diligent about patrolling and keeping an eye out
for intruders. If the characters do make it through the
ghoul patrol lines without incident and engage
Wretch and the zombies, the ghouls hear the sound of
battle and join the fray in area 2 in 1d4+1 rounds.
52
(Clearing extends
100 yards around
the Keep.)
Hidden Tunnel
Entrance
2. FIGHT AT THE KEEP (EL 4)
The ruin of some massive structure occupies the
center of a clearing roughly 200 yards across.
Stone, earth, and timbers lie in haphazard piles.
Whoever laid waste to this keep was incredibly
thorough. The eerie silence of the forest extends
into this open space.
Creatures: Wretch is fairly smart and has worked
out a defense strategy. If the demon knows the PCs are
coming it jumps into its defense routine.
d W r e t c h t h e D r e t c h : CR 2; Small Outsider
(chaotic, evil); HD 2d8; hp 13; Init +0; Spd 20 ft.; AC
16, touch 11, flat-footed 16; Atk +3 melee (1d4, 2
claws), +1 melee (1d4, bite); SQ damage reduction
5/silver, SR 5, tanar’ri qualities, spell-like abilities,
summon tanar’ri; AL CE; SV Fort +3, Ref +3; Will +3;
Str 10, Dex 10, Con 10, Int 11, Wis 11, Cha 11.
Skills: Hide +9, Listen +4, Move Silently +5, Spot +2;
Feats: Multiattack.
Tanar’ri Qualities (Ex): Immune to poison and
electricity; cold, fire and acid resistance 20.
Telepathy (Su): Can communicate telepathically
with creatures within 100 feet. Wretch knows Abyssal
and Common.
Summon Tanar’ri (Sp): Wretch refuses to summon
other tanar’ri unless it’s about to be slain.
Spell-Like Abilities: At will—darkness, scare,
telekinesis; 1/day—stinking cloud. Caster level 2nd; save
DC 10 + spell level.
d Zombies (4): hp 18, 17, 16, 13; Monster Manual 191.
Tactics: Wretch is a paranoid coward at heart, and
its tactics reflect this. Once it learns of the PCs’ pres-
ence, it takes the following actions:
• Wretch climbs up on the debris pile, lays on its
belly, and peeks over the top, giving itself three-quar-
ters cover (+7 AC and +3 Reflex save cover bonuses)
from one direction. If the PCs circumnavigate the
ruins, Wretch takes a move-equivalent action to move
around and maintain cover. PCs can make a Spot
check opposed by Wretch’s Hide check to notice the
demon. Wretch receives a +4 circumstance bonus to
this check due to its thorough preparations.
• Wretch orders the zombies to lie down around the
pile and wait until PCs come within melee range
before attacking. They are easy to spot, although the
party might not guess them undead until they arise.
The zombies fight to keep attackers off the pile.
(Note: The zombies perform the last order Wretch
gives them. If, somehow, the PCs kill Wretch before it
can give a command, the zombies lie on the ground
until attacked).
If the group manages to get by the ghouls or other-
wise conceal their approach to the excavation site, the
PCs must still make Spot checks opposed by Wretch’s
Hide check to spot the creature. The zombies can be
spotted easily once the characters move to the appro-
priate side of the ruins. Regardless of the PCs’
approach, continue with the following tactics once
they’re in the clearing proper.
pqqqqrs
SCALING THE ADVENTURE
“The Excavation” is designed to challenge four 3rd-level
characters, but it can be modified for parties of different
sizes or levels. Consider adapting the adventure as follows:
1st- and 2nd-level PCs: The adventure is much too diffi-
cult for such low-level characters. A failed saving throw for
such a PCs means death in this case. To alleviate these dif-
ficulties, modify the adventure with the following changes:
• Instead of three ghouls, the patrolling undead should
consist of 1–2 ghouls and 1–2 skeletons (but no more than
three total creatures).
• Instead of four zombies at the excavation site, give
Wretch only three zombies.
pqqqqrs
• When the party first appears, Wretch casts darkness
on a small stone. It uses telekinesis to float the stone out
from behind the pile. Wretch hopes the party thinks
the moving darkness patch is a creature and wastes
spells and ranged attacks on it. If it works the first time,
Wretch does the same thing to keep the party thinking
more “dark spirits” are coming out of the keep.
• If the party engages the zombies in melee, Wretch
casts stinking cloud on the fray. The zombies, of course,
EXCAVATION
are unaffected. Wretch saves the cloud until the best
moment.
THE
• Wretch uses telekinesis to throw stones from the
excavation. It can affect up to 50-pound rocks. There
are twelve 50-pound stones (2d6 damage) within easy
reach, and unlimited 25-pound stones (1d6). Wretch
concentrates on spellcasters and archers first. Its
attack bonus with hurled stones is +5.
• The dretch uses scare at anybody climbing the pile.
Wretch can scare at will and does so as much as possible.
The zombies and ghouls battle until destroyed. If
combat goes badly, Wretch hits itself with darkness and
flees, using scare and telekinesis to keep pursuers at bay.
If the ghouls show up mid-fight, Wretch likely takes
off in the hopes they can do its dirty work.
Smart PCs have a good chance of sneaking up on
Wretch and its zombies if they don’t tangle with the
ghouls. The antagonists are tough only if the PCs wade
into a frontal assault or waste their heavy ammunition
on “dark spirits.” Wretch hates melee, and only
engages as a last resort.
Remember: between ghoul paralysis and Wretch’s
scare and stinking cloud abilities, one solid round of bad
saving throws might doom the whole party. Caution is
the best bet. Also, neither Wretch nor the zombies
pursue fleeing PCs beyond the treeline. The ghouls
pursue characters 100 feet past the edge of the clearing
but are afraid to wander too far from the keep’s ruins.
4th- and 5th-level PCs: The adventure as written still pro-
vides a challenge to characters of these levels. However, if
you want to increase the difficulty, make the following
changes:
• Add one ghoul to the patrol party.
• Give Wretch 2 more HD, and add another zombie to the
digging crew.
6th- and 7th-level PCs: This adventure doesn’t really chal-
lenge characters of these levels. Make the following
changes to increase the difficulty of the adventure:
• Make the ghouls ghasts, and add one ghast to the
group.
• Add 3 HD to Wretch. This gives him an extra feat, among
other things. Alertness is a good choice, as is Dodge.
53
 pqrs
SKILL CHECKS AND EFFECTS
Certain skill checks might become key either before the adventure begins
or as it progresses. These skills and their associated DCs are summa-
rized below.
• A Gather Information or bardic knowledge check (DC 10) earns the
PC an earful about Hurazrod and the attack that felled him. An excep-
tionally good roll (a result of 20 or higher) digs up a tidbit about the jan-
itor. A successful skill check specifically about Wretch (DC 20) tells of its
demonic nature. Nobody knows Wretch is still alive.
EXCAVATION

• A PC trying to go up the pile after Wretch must make a successful

Climb skill check (DC 10) or take a tumble. Sliding on the coarse debris
THE

and rubble deals 1d6 points of damage. A character can make a Reflex
save (DC 12) if the Climb check fails to secure him or herself in place,
but doing so takes the character’s full action for that round.
• A Wilderness Lore check (DC 20) in conjunction with the Track feat
enables a character to notice the tracks of the patrolling ghouls. A
Knowledge (religion) or Knowledge (undead) check reveals the nature of
the creatures. PCs who do spot the tracks are less likely to encounter the
ghouls unless they set out to track the undead down. There’s a 30%
chance that PCs who spot the tracks and state that they intend to aoivd
the ghouls are successful.
pqrs

CONCLUSION
The adventure is over when the PCs solve the mystery of the “pol-
tergeist.” If Wretch escapes, it returns a few nights later to con-
tinue the dig.
The PCs can explore Wretch’s tunnel and the keep to their
hearts’ content. Wretch keeps the custodial key set on its belt.
Wretch surrenders if necessary. It relays its story if asked, and
grudgingly gives up the keys if threatened. Wretch knows the keep’s
layout intimately, having scrubbed almost every inch at one time or
another. However, it does not know what Hurazrod stored in his
cache vault, or what traps or guardians might protect it.
The holy strike force cleansed the keep of major enemies and
unholy relics. They worked very quickly, though, and were not
thorough. Anything you want could be hidden in a missed set of
chambers.
Wretch the Dretch spent the last few years eavesdropping on
Halazrod’s conversations. It knows almost everything the black-
guard was up to, including the plans of his evil friends. You can use
Wretch’s testimony as a starting point to almost any adventure.
Wretch is clever and wicked. It mewls and wheedles when pow-
erless, all the while looking for a chance at escape. Wretch wants
to increase its personal power while staying clear of other Abyssals
that might rat it out. If it cannot get Hurazrod’s magical cache,
something the party carries might suffice in the meantime.
Unless they are careful, kind-hearted PCs might find themselves
at Wretch’s non-existent mercy. Ω

Mike is a screenwriter living in Los Angeles. After years of contributing to

DRAGON, he's pleased to make the jump to Dungeon's pages.

54
 CRITICAL THREATS
CRITICAL
THREATS
NAKHTI
Nakhti was born cruel, and he lived a squalid life a thousand
years ago. If it were not for his chance mummification,
Nakhti’s influence would have faded from the earth. But his
spirit found itself once again housed in flesh, necrotic
though it was. Giving thanks, he dedicated himself to the
god of death, Nerull.
Nakhti is a free-willed mummy who travels far and wide,
spreading the influence of the dark cult, doing mischief, and
stitching together otherwise unrelated cults of Nerull wor-
shipers. Because the worship of Nerull is outlawed in most
places and undead are usually slain on sight, he travels only
by night and can be found working with (or sometimes
secretly the master of ) many shady, evil, or undead related
monstrosities that develop across the land.
Currently, Nakhti work with a group known as the
Reaper’s Children—a viler lot he has rarely encountered—
whose dark methods he wholeheartedly approves of.
Appearance: Withered and desiccated, Nakhti’s facial fea-
tures are visible through his funereal wrappings—his eyes
are like orbs of flame, his nose scythe-sharp, and his mouth
mumbling non-stop curses. He moves faster than his slower
mummy brethren, but he is still not quick. He has marked
himself with the symbols of Nerull with indelible inks and
blood: A pattern of skulls and scythes stand out starkly on his
dusty gray form. Nakhti stinks of the blood he offers to
Nerull on a nightly basis.
Tactics: Nakhti has several contacts who have arranged a
courier service to send information to the mummy regard-
ing the success or failure of their various nefarious goals. He
also uses sending to speed information along. His latest
favorite indiscretion is to aid the secret infiltration of mun-
56
BY BRUCE R. CORDELL
ARTWORK BY BEET
Male Mummy Clr7: CR 10; Medium-size Undead; HD 6d12+3
plus 7d8; hp 73; Init +3; Spd 20 ft.; AC 26, touch 9, flat-footed 26;
Atk +12 melee (1d6+4 plus disease, slam); SA despair, mummy
rot, rebuke undead 5/day, spells; SQ fire vulnerability, resistant to
blows, undead traits, rebuke undead; AL LE; SV Fort +8, Ref +4,
Will +15; Str 17, Dex 8, Con —, Int 12, Wis 18, Cha 15.
Skills: Concentration +9, Hide +15, Intimidate +4, Knowledge
(religion) +8, Knowledge (undead) +3, Listen +15, Move Silently
+8, Search +2, Spot +15; Feats: Alertness, Improved Critical
(slam), Improved Initiative, Toughness, Weapon Focus (slam)
Despair (Su): At the mere sight of a mummy, the viewer must
succeed at a Will save (DC 15) or be paralyzed with fear for 1d4
rounds. Whether or not the save is successful, that creature can-
not be affected again by that mummy’s despair ability for one day.
Mummy Rot (Su): Supernatural disease—slam, Fortitude save
(DC 20), incubation period 1 day; damage 1d6 temporary
Constitution. Unlike normal diseases, mummy rot continues
until the victim reaches Constitution 0 (and dies) or receives a
remove disease spell or similar magic (see Disease, in the
DUNGEON MASTER’s Guide).
An afflicted creature that dies shrivels away into sand and dust
that blow away into nothing at the first wind unless both a remove
disease and raise dead are cast on the remains within 6 rounds.
Fire Vulnerability (Ex): A mummy takes double damage from
fire attacks unless a save is allowed for half damage. A success-
ful save halves the damage and a failure doubles it.
Resistant to Blows (Ex): Physical attacks deal only half damage
to mummies. Apply this effect before damage reduction.
Cleric Spells Prepared (6/6/5/4/3; base DC = 14 + spell level):
0—detect magic ×2, inflict minor wounds ×2, read magic, resistance;
1st—bane, cause fear*, command, detect good, divine favor, shield of
faith; 2nd—bull’s strength, death knell*, hold person, shatter, unde-
tectable alignment; 3rd—animate dead*, cure serious wounds, dispel
magic, glyph of warding; 4th—confusion*, lesser planar ally, sending.
*Domain spell. Deity: Nerull. Domains: Death (death touch
1/day), Trickery (Bluff, Disguise, and Hide are class skills).
Possessions: +1 full plate, cloak of resistance +1, wand of death
knell (35 charges).
dane monkish orders with monks forcibly turned to the
worship of Nerull.
In battle, Nakhti uses a combination of his touch spells
(inflict wounds) and slam attacks. However, he never enters
battle alone—he usually has 1–2 mummies and 1–2 evil
monks (LE human Mnk3) with him at all times.
Development: PCs might discover hints of Nakhti’s
influence in strange notes found among the bodies from
seemingly random incursions of undead. Nakhti can some-
times be found wondering among city graveyards, looking
for choice bodies to animate for his rites. Other times,
Nakhti might work merely as a partner to another equally or
more powerful cleric of Nerull (or another group that
reveres the Reaper), and he might be encountered as a pre-
cursor to the PCs’ encounter with Nakhti himself. Ω
 WORMS IN THE
EXCHEQUERY
WORMS IN THE
EXCHEQUERY
ARTWORK BY KENNON JAMES • CARTOGRAPHY BY KYLE HUNTER
w Magic Items d Monsters
“Worms in the Exchequery” is a short D&D adven-
ture designed for four 15th-level player characters. It
can take place in any major urban setting in your
campaign. The adventure can very easily be adapted
for stronger or weaker PCs by increasing or decreas-
ing the number and power of the opponents, as noted
in the “Scaling the Adventure” sidebar.
ADVENTURE
BACKGROUND
The Rose Worms are shadowdancers and thieves who
anticipated using their shadowjump ability to escape
the Royal Exchequery—a sort of bank—after purloin-
ing the Infanta’s dowry jewels (the Infanta can be any
powerful visiting noblewoman or merchant). In fact,
the thieves were so confident in their ability to
abscond untouched that they blithely tripped all
manner of wards and alarms on their way into the
Exchequery. This alerted the Royal Halberdiers, who
now surround the building. Unfortunately for the
Worms, the Exchequery was protected by abjurations
unknown even to Lord Chancellor Snigrot, the head
officer of the Exchequery. These abjurations prevent
any form of Transmutation [Teleportation] magic from
passing through the building’s exterior walls, ceilings,
and floors, and they have thoroughly frustrated the
Worms’ attempts to shadowjump to safety.
The Worms know that a retrieval team will soon be
commissioned to flush them out. They have trapped
the building and are searching the Vertical Records for
a means of unsealing the office or otherwise making
an escape. Enter the PCs.
58
BY FRANK BRUNNER
k NPCs s Objects c Settlements a Traps
ADVENTURE SYNOPSIS
The Royal Halberdiers of the Reticulated Castellan have
cordoned off the Grand Exchequery after a mysterious
disturbance. A dark and restless force now occupies the
building, and at least one high government official, the
Lord Chancellor, remains unaccounted for inside. Not
knowing exactly what lurks within, the PCs penetrate
the royal office as troubleshooters. They discover that
thieves called the Rose Worms failed in a robbery
attempt and are now trapped in the Exchequery. The
PCs must bring the Worms to justice, and they might
either rescue the Chancellor or discover that the Chan-
cellor was an accomplice of the Worms.
ADVENTURE HOOKS
The adventure begins in a major urban setting. Possi-
ble PC motivations include:
• George of Stave, Reticulated Castellan, approaches
the well-known PCs at the behest of the King and asks
them to liberate the office. “Attend, sirs, the excises
therein are for the public dikes, and flood season
draws nigh!”
• Whether or not she knows the PCs as friends from
her husband’s sporting hunts, Dame Wilhelmina
orders the PCs to give succor to her spouse, Chancel-
lor Snigrot Ripbark. “I expect help, and I expect it now.
You can’t just leave my husband trapped in there like
common riffraff. What if a portal to the Hells has
opened? The Hells are for commoners, not nobles!”
• Returning from a visit in the Royal Quarter or else-
where, the PCs simply stroll by and see a crowd of
gawkers outside the Grand Exchequery.
Due to the nature of the adventure, nearly any
other sort of hook would work if the PCs are in a
good-sized city. It is especially interesting if the

characters are pursuing another mission when they
stumble upon the stand-off between the Worms and
the Royal Halberdiers.
BEGINNING THE
ADVENTURE
Once the PCs are interested in the events at the Exche-
query, they probably attempt to dig up some more
information on the events leading up to the attempted
robbery. Streetwise or courtly PCs can use the Gather
Information skill to find out more:
ON THE STREETS
1. Renny Blackgums, grizzled bum: “<urp!> Saw
them last year. Er, night. Fell on me outta the wall!
<urp!> Then they walked right up to Big White across
yonder <waves at Exchequery> and in through the
front door. One of ’em was singing, too!” (DC 15)
2. Martin Glarre, royal halberdier: “Yes, sir. We
sent in a detachment one bell before noon. I’m sorry,
sir. All we got back were shrieks of pain. And this.” He
shows a burnt and acid-scarred human hand, still
WORMS IN THE
EXCHEQUERY
clutching a similarly pitted halberd, to the streetwise
PC. (DC 20)
3. Lame Timmy, cocky urchin: “Sure I seen ’em.
They’re the Worms. Just ’cause I’m a kid doesn’t mean
I’m dumber ’n a drow in daylight! One was dressed real
fancy, and one was singing. The last one was dancing
with a shadowy ghost!” (DC 30)
IN THE COURT
1. Valter Smurt, Seneschal: “Whatever is in the
Exchequery must be powerful. The Lord Chancellor
once told me that a golem guards the Embassies. What
could stand up to a golem?” (DC 15) Valter doesn’t
know what kind of golem.
2. The Infanta, visiting royalty: “Honestly, men
shouldn’t talk so much . . . but the divine Earl Mal-
larme let slip last night that the King suspects Chan-
cellor Snigrot of treason.” (DC 30)
ON THE PORTICO
However they became involved, the PCs meet George
of Stave (male human Ari15; Bluff +8, Diplomacy +10,
Sense Motive +14) outside the office.
59

6
WORMS IN THE
EXCHEQUERY
up to area 3
3
Halberdiers hold gawkers at bay at the base of the
Exchequery’s marble steps. Up on the shady portico,
you see George of Stave, the Reticulated Castellan.
From his web-like robes of office he produces a
shaky hand to greet you. “Sirs, well met. The court
viziers are unable to divine what evil seethes in our
precious Exchequery. Several of my own men died to
traps just beyond the door. We do know that the Lord
Chancellor still languishes somewhere inside. I
implore you, do your duty! For the king! Banish all
trepidation from your hearts and return Chancellor
Snigrot to his wife’s embrace. Godspeed!”
The Castellan offers a reward of 5,000 gp per PC,
treasure found, and an audience with the King. Bar-
gaining PCs can make an opposed Diplomacy check to
obtain either an additional 2,000 gp each or a private
audience with the King.
DIVINATION SPELLS
High-level characters are likely to have access to Div-
ination spells such as scrying. The Worms are aware of
this and have taken several steps to mask their activi-
ties within the Exchequery. First, they use their dark-
vision ability to do their research in total darkness, so
a diviner sees only darkness unless he also possesses
darkvision. Second, Samuel Blake has already cast his
60
down to area 3
1
The Grand Exchequery
misdirection spell on Snigrot, so that Snigrot detects as
a table (not evil, not lying, not magical, and so on); this
helps with detection attempts and also helps if Snigrot
attempts to dupe the PCs into rescuing him. Third, the
shadows and their shadow servants skulk within the
walls and floors of the Exchequery, making them vir-
tually impossible to spot with scrying or clairvoyance.
Fourth, all three Worms consume a potion of nondetec-
tion before every job.
Also note that Blake and Coalfinger use their
wands of dispel magic against any magical sensors that
they detect (such as those from clairvoyance or scry-
ing). Finally note that the casting time for scrying (but
not greater scrying) is 1 hour, and the Reticulated
Castellan is unhappy with dilatory heroes who dally
with thaumaturgy while the villains escape.
Maintaining a mysterious atmosphere can greatly
enhance the adventure. But if diviners are able to
overcome the Worms’ precautions, then they should
gain valuable information, just as a barbarian with a
greataxe is rewarded for overcoming the defenses of a
hill giant in chainmail. The Worms still remain a
challenge even if the PCs know what they are facing.
 GRAND EXCHEQUERY
The Grand Exchequery was built as if to withstand a
siege. The reason the guards have been so unsuccessful
at penetrating its defenses (and those of the Worms) is
that the building is eminently defensible.
BUILDING FEATURES
The Exchequery is built of thick stone throughout.
Flickering torches maintain the rooms in shadowy
light conditions, with the exception of the Vertical
Records, which the Worms keep in total darkness.
Ceilings: Unless otherwise noted, ceilings are 10
feet high.
Walls, Floors, and Ceilings: All interior building
surfaces are constructed of hewn stone. Exterior walls
are 4 feet thick. Exterior walls, doors, ceilings, and
floors are all impervious to any sort of Transmutation
[Teleportation] magic. The building is basically a large
vault, and the builders took precautions against tele-
portation to prevent just the sort of theft that the
Worms intended.
s Interior Walls, Floors, and Ceilings: 2 ft. thick;
hardness 8; hp 360; Climb DC 22.
s Exterior Walls: 4 ft. thick; hardness 8; hp 720;
Climb DC 22.
Doors: Interior doors are of strong wood. The front
doors are thick iron, but they currently stand open.
s Interior Doors: 2 in thick; hardness 5; hp 20;
Break DC 23.
s Front Doors: 4 in. thick; hardness10; hp 120;
Break DC 28.
pqqqqrs
SCALING THE ADVENTURE
“Worms in the Exchequery” is designed to challenge four
15th-level PCs, but it can be modified for parties of different
sizes or levels easily. Consider adapting the adventure as
follows:
11th- to 12th-level PCs: Run the adventure as written, but
make the following alterations:
• Make the clay golem in area 4 a flesh golem.
• Place only three surviving shadow companions in area
2, and eliminate their servant shadows.
• Make Blake a Brd7/Shd2, Coalfinger a Rog7/Shd2, and
Snigrot a Rgr8/Shd1.
13th- to 14th-level PCs: Run the adventure as written, but
make the following alterations:
• Eliminate the servant shadows in area 2.
• Make Blake a Brd7/Shd4, Coalfinger a Rog7/Shd4, and
Snigrot a Rgr8/Shd3.
pqqqqrs
1. DE MISES FOYER
The de Mises foyer is dominated by a granite bust of
Frederick de Mises, founding Lord Chancellor of
the Exchequery. A short corridor opens beyond the
bust. Fallen in the corridor is a halberdier, his right
hand and halberd missing, his body lifeless in an
off-color stain on the floor.
The guard died when he triggered an explosive acid
WORMS IN THE
EXCHEQUERY
trap rigged by the Rose Worms.
Unless the PCs employed extraordinary measures,
the shadows in area 2 almost certainly hear the charac-
ters enter (a Listen check—DC 10—for the shadows)
unless the PCs are particularly quiet.
2. TELLER’S HALL (EL VARIABLE)
Flickering torchlight plays over the wrecked
Teller’s Hall. The booths where taxes were collected
and assessed by royal tellers are smashed. Tables are
overturned, and the floor is littered with quills,
scrolls, loose coins, and cracked inkpots and oil
lamps. Royal halberdiers sprawl dead, mouths
gaping in startled rictuses.
The shadow companions of the Rose Worms guard
this trapped chamber. When they become aware of the
PCs, they attempt to move through the floor and
attack from below, most likely gaining surprise.
Any PC stepping on a square marked X triggers a
Worms’ trap.
The Worms have concealed the door on the balcony
by hanging a heavy unicorn tapestry over it. The con-
cealed door is apparent to anyone specifically moving
the tapestry or to PCs who make a Search roll (DC 20).
16th- to 17th-level PCs: Run the adventure as written, but
with the following alterations:
• Add another shadow companion (Snigrot’s) to area 2.
• Make half the traps in area 2 greater glyphs of warding.
• Make Blake a Brd7/Shd8, Coalfinger a Rog7/Shd8, and
Snigrot a Rgr10/Shd5.
18th- to 19th-level PCs: Run the adventure as written, but
with the following alterations:
• Add one shadow companion (Snigrot’s) and six servant
shadows to area 2.
• Make all the traps in area 2 greater glyphs of warding.
• Replace the clay golem in area 4 with an iron golem.
• Make Blake a Brd7/Shd10, Coalfinger a Rog7/Shd10,
and Snigrot a Rgr10/Shd7.
61
 Read or paraphrase the following when the shadows
attack:
Your feet begin to tingle with cold. Then the floor
erupts with wicked black talons.
Creatures (EL 13): The four shadow companions
cannot be turned, rebuked, or commanded except by
their shadowdancer masters (Samuel Blake and
WORMS IN THE
EXCHEQUERY
Coalfinger; Snigrot’s companion died in the initial
assault). Both shadowdancers have enough experience
to avoid level loss if their companions die. There are
also two normal shadows, created from guards slain by
the shadow companions in the botched robbery.
d Shadow Companions (4): CR 3; Medium-size
Undead; HD 7d12; hp 45; Init +2 (Dex); Spd 30 ft., fly
40 ft. (good); AC 13, touch 13, flat-footed 11; Atk +5
melee (1d6 temporary Strength, incorporeal touch);
SA Strength damage, create spawn; SQ undead, incor-
poreal, cannot be turned/rebuked/commanded; AL
NE; SV Fort +2, Ref +4, Will +8; Str —, Dex 14, Con —
, Int 6, Wis 12, Cha 13.
Skills: Hide +12, Intuit Direction +5, Listen +9, Spot
+9. Feats: Dodge, Mobility.
See the Monster Manual, page 161, for a complete
description of shadow special attacks and qualities.
d Shadows (2): hp 19 each; Monster Manual 161.
Tactics: The shadows attempt to surprise the PCs by
bursting up through the floor. As many as possible
converge their initial attacks on an obvious spellcaster,
hoping to drop him via Strength drain. After that, the
shadows make liberal use of their incorporeality, dodg-
ing in and out of walls, furniture, and the floor to harry
the PCs. If reduced to half their number, the shadows
flee through the walls to warn their masters in area 6.
Ad-hoc Experience Award: Do not award experi-
ence to the PCs for defeating the shadow compan-
ions. Like familiars and animal companions, shadow
companions are part of the challenge involved in
defeating the shadow dancer masters. Instead, award
the PCs experience as if they had overcome a CR 10
encounter for defeating the shadows in this fashion,
since the nature of the encounter ensures that
despite the shadows’ low CR, they remain a challenge
to even high-level PCs.
Trap: Coalfinger has read (with his Use Magic
Device skill) several glyph of warding scrolls, and he has
scribed blast glyphs (that deal fire damage) on the floor
in the squares marked X. Fiendishly, he has also rigged
pressure plates so that when a PC steps on a glyph,
flammable oil is dumped from a hidden cache in the
ceiling (20 feet high in this room). While the fire
glyphs themselves do damage, their intense heat also
easily ignites the spilled oil, which covers the floor
62
and continues to burn for 2 minutes unless doused.
The glyphs of warding are triggered by anyone who vio-
lates them without first reciting the opening stanza to
Samuel Blake’s latest pastoral, “The Nymph’s Reply to
the Gray Render.”
a Burning Oil and Blast Glyph of Warding
Trap: CR 6 each; 5d8 points of fire damage plus 1d6
fire damage (from burning oil); Reflex save (DC 14) for
half (of 5d8); Reflex save (DC 15) negates oil-based fire
damage (1d6); PCs must save each round they remain
on the burning floor; Search (DC 28); Disable Device
(DC 28).
Note that the shadows are immune to the fire
damage caused by the oil.
3. THE VAULT
Wide and worn marble steps spiral down from the
back of Teller’s Hall to a groined granite vault. Hun-
dreds of ingots are stacked here—platinum, gold,
silver, and copper. On a wooden table, two small
coffers sit with their lids wide open.
The ingots are exceedingly heavy (in excess of 100
pounds each), not very pure, bound in dozens to 5-foot
by 5-foot palettes, and should be very difficult for the
PCs to escape with, given the close watch the Exche-
query is under. Nonetheless, the PCs might amuse
themselves entertaining heist schemes, the effective-
ness of which is left for you to judge.
If any PC succeeds at a Listen check (DC 20), he
hears Lucky Badenbot (male halfling Exp5) whimper-
ing behind the stacks. Lucky can tell any PC who
calms him down (Diplomacy DC 20) that there are
three Worms, that Snigrot is a traitor, and that a “giant
fat statue is clomping around the Embassies. It won’t
attack the Worms.”
The coffers are empty. They contained the dowry of
a visiting royal, the Infanta, all in jewelry. The Worms
have the jewels now.
4. THE EMBASSIES (EL 10)
A 20-foot by 10-foot table draped in black velvet
with a grid of white thread sewn on it stands here. A
misshapen giant smelling faintly of clay lurches
past the table toward you.
Creatures: A clay golem guards the table where del-
egates from all tax districts present their collections. It
attacks anyone not prominently displaying the crest of
the Lord Chancellor (a dog rampant with an uprooted
tree in its mouth).
d Clay Golem: hp 60; Monster Manual 108.
5. SCRIVENER’S TABLES
Twenty writing desks ordered in rows fill this
room. Ink stains on the floor, disheveled papers,
and an overturned desk betray a hasty exit.

A Search check (DC 20) in this room reveals the fol-

lowing recent record: “Embassies, Ninth of Patchwall,
quorum being present, received jewelry in value of
120,000 gp from the Infanta of Niole Dra.”

WORMS IN THE
EXCHEQUERY
6. THE VERTICAL RECORDS (EL 16)
Behind the tapestry, a short passageway issues into
the base of a tower. Beyond the reach of your light
sources, the tower is utterly dark. From the floor to
untold shadows above, hundreds of small wooden
boxes cover all four walls. Narrow staircases and cat-
walks access the boxes.

The tower rises 50 feet. The boxes contain records of

every transaction at the Exchequery going back three
centuries. There is one very steep staircase in the
center of each wall; fighting on a staircase requires a
Balance check (DC 10) each round. Failure means the
character falls to the floor below. Catwalks run the
perimeter of the room at 10-foot increments of alti-
tude (four catwalks total); fighting on a catwalk
requires a Balance check (DC 10) each round. Failure
also means the character falls to the floor.
Anyone moving more than 5 feet into the room trig-
gers the trap (see below).
Creatures: The Worms are here searching the
stacks for a way to dispel the ensorcellments that pre-
vent them from leaving the Exchequery. They are
searching in vain. There is no way short of a wish or
miracle to break the seals on the Exchequery walls that
prevent Transmutation [Teleportation] magic from
passing into or out of the building. Disintegrate or sim-
ilar magic would enable a character to blast a hole in a
wall, but the Worms lack access to such spells.
d Samuel Blake, Male Human Brd7/Shd6: CR
13; Medium-size Humanoid (5 ft. 10 in. tall); HD
7d6+7 plus 6d8+6; hp 66; Init +8; Spd 30 ft.; AC 20,
touch 16, flat-footed 20 (increase AC by +4 when
Samuel is hasted); Atk +9/+4 melee (1d4/crit 19–20,
silver dagger), +14/+9 ranged (1d6 plus 1d6 electric-
ity/crit ×3, +1 shock shortbow); SQ bardic music, bardic
knowledge, hide in plain sight, evasion, darkvision,
shadow illusion, summon shadow, defensive roll,
shadow jump (40 ft.), summon shadow, uncanny
dodge (Dex bonus to AC, can’t be flanked); AL N; SV
Fort +7, Ref +16, Will +9; Str 11, Dex 18, Con 12, Int 11,
Wis 10, Cha 16.
Skills: Balance +9, Bluff +9, Diplomacy +9, Hide +20,
Listen +6, Move Silently +20, Perform +11, Search +5,

63
 Spot +6, Tumble +20, Use Magic Device +8. Feats:
Combat Reflexes, Craft Wand, Dodge, Improved Ini-
tiative, Mobility, Spring Attack
Spells Known (3/4/3/1, base save DC = 13 + spell
level): 0—daze, detect magic, ghost sound, mage hand, pres-
tidigitation, read magic; 1st—charm person, cure light
wounds, grease, ventriloquism; 2nd—invisibility, mirror
image, misdirection (already cast), suggestion; 3rd—dispel
magic, haste.
WORMS IN THE
EXCHEQUERY
Possessions: +1 shock shortbow, wand of haste (9 charges),
wand of dispel magic (12 charges), bracers of armor +4, ring
of protection +2, cloak of resistance +2, potion of cure moder-
ate wounds, potion of glibness, potion of nondetection
(already consumed), silver dagger, 30 arrows, pouch
with 10 pp.
d Coalfinger, Male Human Rog7/Shd6: CR 13;
Medium-size Humanoid (6 ft. 1 in. tall); HD 7d6+14
6d8+12; hp 81; Init +9; Spd 30 ft.; AC 23, touch 15, flat-
footed 23 (increase AC by +4 when Samuel is hasted);
Atk +16/+11 melee (1d6+3/crit 15–20, +2 keen rapier),
+15/+10 ranged (1d6/crit ×3, masterwork shortbow);
SA sneak attack +4d6; SQ evasion, hide in plain sight,
evasion, darkvision, shadow illusion, summon shadow,
defensive roll, shadow jump (40 ft.), summon shadow,
uncanny dodge (Dex bonus to AC, can’t be flanked, +2
vs. traps); AL N; SV Fort +6, Ref +15, Will +3; Str 13,
Dex 20, Con 14, Int 10, Wis 8, Cha 8.
Skills: Balance +17, Craft (trapmaking) +11, Deci-
pher Script +5, Disable Device +5, Hide +31, Jump +11,
Listen +9, Move Silently +20, Open Lock +11, Perform
+4, Pick Pocket +12, Read Lips +4, Search +5, Spot +9,
Tumble +16, Use Magic Device +9. Feats: Combat
Reflexes, Dodge, Improved Initiative, Mobility, Spring
Attack, Weapon Finesse (rapier).
Possessions: +2 shadow studded leather, +2 keen rapier,
amulet of natural armor +3, wand of dispel magic (10
charges), potion of cure moderate wounds, potion of ghoul
touch, potion of jumping, potion of nondetection (already
consumed), masterwork shortbow with 30 arrows,
pouch with 8 alexandrite gems (500 gp each), three
worm-eaten roses to be left as calling cards.
d Lord Chancellor Snigrot Ripbark, Male
Human Rgr8/Shd5: CR 13; Medium-size Humanoid
(5 ft. 11 in. tall); HD 8d10+32 plus 4d8+16; hp 121; Init
+5; Spd 30 ft.; AC 22, touch 13, flat-footed 22 (increase
AC by +4 when Lord Ripbark is hasted); Atk
+16/+11/+6 melee (1d8+5 plus 1d6 cold/crit 19–20, +2
longsword), or +14/+9/+4 melee (1d8+5 plus 1d6
cold/crit 19–20, +2 longsword) and +14 melee
(1d6+2/crit 19–20, +1 short sword), or +13/+8/+3
ranged (1d6/crit ×3, masterwork shortbow); SA
favored enemies (1st—humans, 2nd—animals), two-
weapon fighting ability; SQ hide in plain sight, eva-
sion, darkvision, shadow illusion, summon shadow,
64
shadow jump (20 ft.), defensive roll, uncanny dodge
(Dex bonus to AC, can’t be flanked); AL LE; SV Fort
+13, Ref +9, Will +9; Str 16, Dex 13, Con 18, Int 10, Wis
15, Cha 9.
Skills: Craft (trapmaking) +8, Hide +15, Listen +12,
Move Silently +15, Perform +4, Profession (book-
keeper) +4, Ride +6, Spot +12, Tumble +11, Wilderness
Lore +9. Feats: Combat Reflexes, Dodge, Improved Ini-
tiative, Iron Will, Mobility, Spring Attack, Track.
Spells Prepared (2/1, base save DC = 12 + spell level):
1st—read magic, resist elements; 2nd—detect good.
Possessions: +3 chain shirt, adamantine buckler (worn
only when Spring Attacking), +2 frost longsword, +1
short sword, wand of cure serious wounds (8 charges), ring
of protection +2, cloak of resistance +3, potion of bull’s
strength, potion of cat’s grace, potion of fly, potion of nonde-
tection (already consumed), masterwork shortbow
with 30 arrows, chancellor’s chasuble of office, money
belt with 10 pp and 7 aquamarines (500 gp each), the
Infanta’s jewels (5,000 gp jacinth tiara, 4,200 gp plat-
inum and jacinth necklace, 2,800 gp gold and jacinth
navel ring).
Tactics: The Worms are likely alerted to the PCs’
presence by the shadows in area 2. In this case, they
hide, observe the PCs, and then either parley or attack.
If the PCs surprise the Worms in the Vertical Records,
then all three thieves immediately attempt to hide,
move away, and approach the PCs later.
If the PCs appear traitorous, larcenous, gullible, or
surpassingly powerful, the Worms attempt to parley.
In the latter two cases, Snigrot plays the victim while
the other two Worms hide. Snigrot claims to have
been forced to unlock the chest containing the
Infanta’s jewels. He claims to have been held against
his will, perhaps as a hostage, by two thieves who have
“only now disappeared, probably chased off by your
clearly superior puissance,” and he begs the PCs to
help him exit and clear his name. In reality, he exits
and finds a way to extract his fellows.
If the PCs appear likely to betray the kingdom, or if
they appear to be thieves themselves, then Blake drinks
his potion of glibness and offers to split the jewels with
them in exchange for a way out past the Royal Hal-
berdiers (Blake might also use his fascinate and suggestion
abilities to aid the negotiations or to set up an ambush if
they fail). If any parley attempt fails, Snigrot retreats
while Coalfinger snipes with his shortbow from the
shadows, hoping to gain a sneak attack on a spellcaster
and interrupt a spell. Blake hits himself, Snigrot, and
Coalfinger, in that order, with his wand of haste.
Samuel Blake: In combat—or before combat, if he
has the time—Blake uses his wand of haste in the order
given, and then he recites poetry to inspire greatness
in Snigrot (this grants +2d10 temporary hit points, +2
on attack rolls, and +1 on Fortitude saves on the Lord
Chancellor). He attempts to end every round by
hiding in plain sight.
After using his wand of haste and inspiring greatness,
Blake takes a command-and-support role in combat.
The Worms are acutely aware that if they stand toe-to-
toe with fighter-types, they will be slaughtered. They
adopt a hit-and-run approach, attacking and then
hiding, fighting throughout the building, using their
Spring Attack feats to maximum advantage. Any sur-
viving shadows or shadow servants are directed to
concentrate their attacks on the same foe (see below)
that Coalfinger and Snigrot are attacking.
If the Worms are being hurt by magic, Blake readies
actions with his wand of dispel magic to counterspell
enemy spellcasters. If melee attacks are taking a toll on
the Worms, Blake uses suggestion or even charm person
on a fighter who appears to have a low Will save. Ven-
triloquism is cast to distract the enemy. Blake throws up
a mirror image if an enemy engages him. If a foe
appears to be tottering on the brink of death, Blake
uses his shortbow to push the character over the edge.
Coalfinger: Coalfinger is a classic guerrilla fighter,
springing from the shadows, attacking, and then
retreating to the shadows once more. With the haste
spell on him and his Spring Attack feat, he moves,
sneak attacks with his rapier, continues moving, and
hides. He prefers to strike at wizards, sorcerers, or cler-
ics, focusing his attacks with Snigrot while Blake uses
dispel magic to lower the spellcaster’s defenses.
If Coalfinger has time, he drinks his potion of jump-
ing so that he can leap down from the catwalks in the
Vertical Records, attack, and then leap back up out of
reach. He might also try this tactic if the fight moves
to the balcony overlooking the Teller’s Hall.
Snigrot Ripbark: Before combat, or if he must, in
the first round of combat, Snigrot consumes his potion of
fly. If he has time, he consumes his other two potions.
Then he uses his Spring Attack feat combined with the
haste from Blake’s wand to move, attack with his sword,
continue moving, and heal with his wand. He attacks
arcane spellcasters first, teaming up with Coalfinger to
try to bring down one foe quickly. He always seeks to
end his movement out of the range of enemy melee
fighters. He attempts to avoid damage, but he makes
himself something of a target for two reasons: one, he
can absorb more blows than his fellow thieves, and two,
he attempts to draw the PCs attacking him into the
Embassies where they are attacked by the clay golem
(the golem does not attack the Worms as they wear the
Chancellor’s crest). If Snigrot sees a weak opponent on
the verge of death, he uses the full attack option to
finish that opponent. Otherwise, he shuns the full
attack option and performs hit-and-run strikes.
In dire circumstances, the Worms use their shad-
owjump ability to leap to another room and heal them-
selves with potions or Snigrot’s wand. They then hide
in the shadows and attempt to ambush the PCs again.
Trap (EL 1): The Rose Worms have constructed a
makeshift net trap here out of rope and palette
bindings.
a Large Net Trap: CR 1; +5 melee (see note);
Search (DC 20); Disable Device (DC 25).
WORMS IN THE
EXCHEQUERY
Note: Characters in 10-ft. square are grappled by net
(Str 15) if they fail a Reflex save (DC 14).
CONCLUSION
If the heroes defeat the Worms, they can exit and tell
the Reticulated Castellan that it is safe to enter and
retrieve the thieves. Shortly thereafter, the heroes
receive the Electrum Etoile, the kingdom’s highest
civilian honor, in addition to their other promised
rewards. If the PCs rescued Lucky Badenbot, he offers
to become their financial advisor (which translates
into a 1d10% discount on all financial dealings within
the Kingdom) for standard hireling rates (see the DUN-
GEON MASTER’s Guide, page 149).
If the PCs fall for Snigrot’s deception, then in a
matter of days the Rose Worms make it known that
they escaped with the jewels after all. The PCs’ names
are sullied, and they suffer a –2 penalty on Diplomacy
checks in the Kingdom for the following year.
If the PCs are defeated in combat by the Rose
Worms, then the thieves attempt to use the PCs as
hostages to negotiate an escape. If the situation is not
resolved in another day, the Reticulated Castellan
searches for and sends in another rescue party.
In any case, the heroes have come to the attention of
both the Court and the Rose Worms. Surviving
Worms might wish revenge on the PCs, as might other
members of the gang, or the Infanta might need an
escort back to her southern lands. Ω
This adventure was in part inspired by the Dialogue Con-
cerning the Exchequer, a 12th-century English treatise I
came across when one of my students was working on a his-
tory project. You can read more about this literary treasure
online at http://www.medievalhistory.net/excheq1.htm.
65

CRITICAL THREATS
CRITICAL
THREATS
LARNYTH
Larnyth haunts the Underdark, claiming the entire subter-
ranean realm as his personal demesne. He strives to eradicate all
life from its depths. The svirfneblin vampire has no permanent
lair; instead he wanders the labyrinthine depths with a stone
golem hollowed out to contain his coffin and treasure. Larnyth
adores gems but values little else. After slaying his foes, he likes
to arrange their corpses in macabre dioramas, leaving behind
their assorted possessions and magic items as grim decorations
after destroying those items that actually pose a threat to him.
APPEARANCE
Larnyth is bald and has a gnarled, wiry physique. Black veins
protrude from the vampire’s taut, alabaster-white flesh, and his
eyes resemble black, sunken pits.
LARNYTH’S STONE GOLEM
Larnyth’s stone golem is shaped like a 9-foot-long stag beetle.
The beetle gets one attack with its mandibles (2d10+13 points of
damage) and moves at a slightly greater speed (30 feet), but oth-
erwise the beetle has typical stone golem statistics (see pages
108–110 of the Monster Manual). The beetle’s folded, hinged
wings conceal a 4-foot-long, 3-foot-wide compartment that
serves as Larnyth’s coffin. The hinges are carefully hidden and
require a Search check (DC 33) to notice. The lid is bolted from
within (Open Lock DC 36) and arcane locked as well. Tiny holes
allow the vampire to enter and leave his coffin in gaseous form.
A forbiddance spell protects the inside of Larnyth’s coffin. The
“bed” is filled with scores of precious gems worth a total of
33,000 gp. Atop the gems sits a darkskull that radiates a 90-foot-
radius unhallow spell. The gnome’s spellbook is hidden under
the bed of gems. The first living creature that touches the spell-
book triggers a horrid wilting spell (cast at 17th level and affect-
66
BY CHRISTOPHER PERKINS
ARTWORK BY JASON A. ENGLE
d Male Svirfneblin Vampire Wiz17: CR 19; Small Undead
(3 ft. 5 in. tall); HD 17d12; hp 129; Init +9; Spd 20 ft.; AC
33, touch 20, flat-footed 28; Atk +10/+5 melee (1d4+2
plus energy drain, slam) or +13/+8 ranged; SA domina-
tion (Will save, DC 21, negates), energy drain, children of
the night (dire rats and bats only), create spawn, spell-like
abilities; SQ undead, +4 turn resistance, DR 15/+1, cold
and electricity resistance 20, gaseous form, spider climb,
alternate form, fast healing 5, darkvision (120 feet), low-
light vision, stonecunning, nondetection (continuous; DC
32 to negate); SR 28; AL CE; SV Fort +8, Ref +14, Will +14;
Str 14, Dex 21, Con 13, Int 22, Wis 15, Cha 16.
Skills: Bluff +16*, Concentration +21, Craft (bookbind-
ing) +16, Craft (stonemasonry) +26, Hide +22*,
Knowledge (arcana) +26, Listen +17*, Move Silently
+18*, Search +19*, Sense Motive +15*, Spellcraft +26,
Spot +17*. Feats: Alertness, Combat Reflexes, Craft Staff,
Craft Wondrous Item, Dodge, Improved Familiar (Small
earth elemental**), Improved Initiative, Lightning
Reflexes, Maximize Spell, Mobility, Scribe Scroll, Silent
Spell, Spell Penetration, Spring Attack, Still Spell.
*Includes +8 racial bonus for being a vampire.
**See pages 17 and 40 of Tome and Blood.
Spell-like Abilities: 1/day—blindness, blur, change self.
Caster level 17th; base save DC = 13 + spell level.
Spells: See Tactics for recommended spells. The save
DC against Larnyth’s offensive spells is 16 + spell level.
Languages: Aquan, Common, Drow, Dwarven, Gnome,
Goblin, Ignan, Kuo-toa, Terran, Undercommon.
Possessions: +7 bracers of armor, darkskull, staff of frost
(19 charges), spellbook, beetle-shaped stone golem.
ing all living creatures within 30 feet) placed on a 1,000-gp
black gemstone set into the book’s cover.
TACTICS
Larnyth uses his Small earth elemental familiar for reconnais-
sance. The earth elemental stays about 1 mile ahead of the vam-
pire and blends with the surrounding stonework to avoid
detection. When it spots interlopers, it alerts its master.
Unless he is recuperating inside his coffin, Larnyth rides
atop his stone golem (sitting behind its head) and uses a perma-
nent image spell to make himself and the golem appear as a
friendly gnome merchant astride a giant pack lizard laden with
foodstuffs (mostly edible fungi). Some of his favorite combat
tactics include the following:
• Using the wall of ice function of his staff of frost to cut off an
enemy’s escape route.
• Casting maze on an enemy cleric or forcecage on an enemy
barbarian, fighter, monk, paladin, ranger, or rogue. Neither
spell grants a saving throw, and spell resistance does not apply.
• Using maximized magic missiles to disrupt an enemy’s spell-
casting.
• Using transmute mud to rock to fully heal his golem. Ω
 SPIRAL OF
MANZESSINE

68
 SPIRAL OF
MANZESSINE
ARTWORK BY WAYNE REYNOLDS AND JONATHAN WAYSHAK
w Magic Items d Monsters
And it bears the fruit of Deceit,
Ruddy and sweet to eat;
And the Raven his nest has made
In its thickest shade.
The Gods of the earth and sea,
Sought thro' Nature to find this Tree
But their search was all in vain:
There grows one in the Human Brain.
—William Blake, “The Human Abstract”
“Spiral of Manzessine” places a sizable obstacle in front
of the characters: several million tons of solid rock.
Unable to continue their planned journey through the
Underdark, the characters must detour through a
series of caverns that mind flayers use as a prison for
criminals too valuable to kill but too dangerous to live
free. The presence of outsiders sets off a massive
prison riot and escape, and the characters find them-
selves surrounded by desperate mind-flayers—many
of whom haven’t had a fresh meal in years.
“Spiral of Manzessine” is suitable for four 11th-level
player characters. Characters who survive will advance
to 12th level near the adventure’s conclusion. Adjust
the adventure as you see fit if you wish to play it with a
larger, smaller, higher-level, or lower-level group. See
the “Scaling the Adventure” sidebar for details.
This adventure is also specifically designed to fit in
the middle of part 2 of the City of the Spider Queen
adventure, especially if the characters had a difficult
time with part 1 and had to undergo multiple raise
deads or resurrections.
MANZESSINE
SPIRAL OF
BY DAVID NOONAN
CARTOGRAPHY BY KYLE HUNTER
k NPCs s Objects c Settlements a Traps
PREPARATION
You, the Dungeon Master (DM), need a copy of the
Player’s Handbook, the DUNGEON MASTER’s Guide, and the
Monster Manual to use this adventure. “Spiral of
Manzessine” is designed to take place in the FORGOT-
TEN REALMS, but the FORGOTTEN REALMS Campaign Set-
ting isn’t required to use the adventure. If you are
adventuring in the FORGOTTEN REALMS, the City of the
Spider Queen adventure provides hours of further
adventures in the Underdark as the characters battle
drow, undead, and a malevolent evil that threatens to
cover all of Faerûn.
Text that appears in shaded boxes is player informa-
tion, which you can read aloud or paraphrased when
appropriate. Unshaded boxes contain important infor-
mation for you, including special instructions. Mon-
ster and NPC statistics are provided with each
encounter wherever necessary.
“Spiral of Manzessine” is a site-based adventure, but
as soon as the mind flayers raise a general alarm, many
of the prisoners attempt to turn on their captors. Each
encounter area lists which creatures are likely to be
present before or after the prisoners try to escape.
Adapt the encounter descriptions as you see fit, and
don’t be shy about moving creatures from room to
room. Especially after the alarm, Manzessine Prison is
a chaotic battlefield.
ADVENTURE
BACKGROUND
About fifty years ago, a powerful mind flayer nation
founded Manzessine prison, seeking a place where
dangerous criminals and enemies of the mind-flayer
69
 state could be kept safely out of harm’s way. Mind flayer
scouting parties found a suitable series of caverns in a
little-traveled part of the Underdark. Intrigued by the
deadly gas that seeped from fissures nearby, the mind
flayers built the Manzessine stronghold, and one by
one, mind flayer criminals arrived at the prison’s gates
in shackles. There the prisoners were tortured periodi-
cally if they had information their masters wanted—or
if the torturers just needed the practice.
MANZESSINE
Eventually Manzessine became home to other ene-
SPIRAL OF
mies of the mind flayers, including a human sorcerer
who betrayed an important mind flayer lord and the
bugbear assassin cohort of a still-at-large mind flayer
revolutionary. Several near-escapes led the Manzessine
guards to erect a formidable series of magical traps and
defenses to keep their prisoners in check. The flow of
prisoners from mind flayer society slowed to a trickle
about a decade ago, and the last prisoner arrived more
than two years ago. Since then, the Manzessine guards
started trading prison cell capacity with a nearby drow
settlement. In exchange for the occasional delicacy (an
unusual creature the drow have captured on the sur-
face world), the mind flayers imprison and torture
those who fall afoul of drow society. Even a dark-
skinned drow might go pale when threatened with
imprisonment among the mind flayers.
Several months ago, the drow settlement fell—
apparently to infighting among the drow noble fami-
lies, the mind flayers believe. Drow, bugbear, and
goblin refugees have been wandering the caverns near
Manzessine prison ever since, and the mind flayers
have found all of them quite tasty. But last week, a mas-
sive cave-in blocked the main passageway between the
drow settlement and a larger drow city several hun-
dred miles away. The mind flayers have begun to clear
the rubble, because that passageway is the only one
wide enough for the quarterly resupply caravans to
reach Manzessine prison.
ADVENTURE SYNOPSIS
The characters, moving along a vast underground high-
way through the Underdark, find the passage blocked
by a massive cave-in. Amid the rubble, dozens of slaves
are tunneling through to the other side under the watch-
ful eye of mind flayers from nearby Manzessine prison,
where the worst of mind flayer society is incarcerated.
The characters can’t get beyond the cave-in, so they
head toward Manzessine Prison, hoping it reconnects
with the main passage at some point. Their presence is
enough to put the prison on alert. As guards scurry to
battle-stations, ready to protect the prison from the
characters, the mind flayer prisoners inside seize on
the distraction to attempt an escape. The character
70
must not only contend with the mind flayer prison
guards, an assortment of deadly magical traps, and the
mindless automatons that handle the prisoners, but
also the murderous dregs of mind flayer society, who
are eager to lash out at anyone that stands between
them and freedom.
CHARACTER HOOKS
If you’re adding “Spiral of Manzessine” to part 2 of City
of the Spider Queen, the drow settlement described
above is Szith Morcane, and the larger drow city is
Maerimydra. The refugees are the result of fighting
between the Lolth loyalists in Szith Morcane and the
Kieransalee-worshipping invaders. The characters are
on their way to Maerimydra to stop the Great Reve-
nance referred to in the letter to Dorina T’Sarran
(probably found in area S44 of Szith Morcane).
If you’re using “Spiral of Manzessine” as a stand-
alone adventure, the characters need only be traveling
through the Underdark on some errand (or just
exploring). Stymied by the cave-in, the characters take
the obvious detour route through Manzessine prison.
The characters might be scouting out a new trade
route for a dwarven merchant family, chasing a duer-
gar fugitive through the Underdark, or on the run
themselves from a clutch of black dragons.
Because nearly anyone could be imprisoned in
Manzessine Prison, it’s easy to build an adventure out of
an effort to free a particular prisoner. If an important
NPC was recently captured by mind flayers or drow in
your ongoing campaign, you can run “Spiral of Manzes-
sine” as a rescue adventure with little modification.
One unusual way to introduce “Spiral of Manzes-
sine” in your campaign, whether you’re playing City of
the Spider Queen or not, is to send the characters to the
gates of Manzessine Prison if they get a “similar area”
result while teleporting through the Underdark, In City
of the Spider Queen particularly, there’s a good chance
that characters try long-distance teleports despite the
risks described for faerzress in the “Magic and the
Underdark” section below.
Finally, one of the most satisfying adventures in
D&D is the old-fashioned prison break scenario.
Deprived of their weapons and equipment, characters
will find getting out of Manzessine prison a tough task
indeed. If you want to adapt “Spiral of Manzessine” as a
prison break scenario, either tone down the opposition
significantly or run it for 14th-level characters. The
characters start with no equipment, but they undoubt-
edly reequip themselves as the adventure progresses.
You’ll want to make some accommodation in a prison
break scenario for wizard PCs; it’s no fun to spend a
whole adventure as a wizard without a spellbook.
MAGIC AND THE UNDERDARK
Why not just teleport beyond the cave-in?
The Underdark of Faerûn is suffused with a magical
radiation that the drow call faerzress. A remnant of the
mighty forces that shaped the terrain of the Under-
dark, faerzress distorts and interferes with certain
types of magic. In the context of this adventure,
faerzress has the following effects:
• Scry checks made for scrying on a target located
within the Underdark (as opposed to checks made to
detect magical sensors) suffer a –4 penalty because of
the interference of faerzress on Divination magic.
• Transmutation [teleportation] spells and effects
such as teleport, word of recall, refuge, and even teleport
without error do not work reliably over distances more
than one mile when either the origin or the destination
is within the Underdark. A character who casts the tele-
port spell or uses an ability that duplicates the spell
must make a Spellcraft check against a DC of 35. If the
check is successful, the spell works properly. If it fails,
the teleporting character automatically suffers a mishap,
just as if he had rolled 100 on the table in the teleport
spell description, followed by an off-target result.
A character using a normally infallible form of the
teleportation magic (such as word of recall or teleport
pqqqqrs
SCALING THE ADVENTURE
“Spiral of Manzessine” is intended for four 11th-level char-
acters, but it can be modified for parties of different sizes or
levels. Many of the antagonists are creatures with classes,
so the easiest way to adjust the overall difficulty of the
adventure is to increase or decrease their levels. Consider
adapting the adventure as follows:
9th- and 10th-level PCs: Run the adventure as written,but
with the following additional changes:
• Many of the encounters as written are difficult, but not
out of the question, for a group of this level. You might try
adjusting the time frame of the adventure a bit to allow the
PCs time to rest, heal, and replenish lost spells. It’s quite
feasible that the situation in the prison reaches a stand-off
point that lasts for some time as the two sides skirmish
back and forth.
• Reduce all classed NPCs by one or two class levels.
• Provide the PCs with some expendable healing magic in
the form of found cure wounds potions, scrolls, or wands.
• Reduce the number of mind flayers at the cave-in to three.
• Make the cryohydra in area 6 an 8-headed hydra.
• Reduce the number of flesh golems in area 3 and 7 by one.
• Reduce the number of mind flayers in area 4 by four.
12th- and 13th-level PCs: Run the adventure as written,
but with the following additional changes:
• Many of the encounters as written are too easy for a
group of this level. One way to make the adventure more
challenging is to add a sense of urgency to the adventure.
Perhaps the PCs learn that a group of mind flayer rein-
pqqqqrs
without error) must make a Spellcraft check against a
DC of 25. If the check is successful, the spell works
properly. If it fails, the character suffers a mishap and
an off-target result as described above.
The effects of faerzress on spells is not widely
known among surface-dwelling characters. Before a
character attempts a spell that would be affected by
the Underdark’s magical conditions, you should allow
the caster a Knowledge (arcana) check (DC 25). If the
MANZESSINE
check is successful, the spell works properly. If it fails,
SPIRAL OF
the character suffers a mishap and an off-target result
as described above.
THE CAVE-IN (EL 12)
In general, traveling through the Underdark isn’t
much different than moving around a dungeon. At
any given time, there is a 50% chance that the party is
passing through a cavern and a 50% chance that the
party is following a tunnel. The typical cavern is 70 to
160 feet long (1d10+6 × 10) and 20 to 50 (1d4+1 × 10
feet wide. The typical tunnel is 100 to 1,000 feet long
(1d10 × 100) and 5 to 20 feet wide (5d4). Streams and
lakes are very common, and at infrequent occasions
travelers must wade icy cold water for hundreds of
feet at a stretch.
forcements are on their way to the prison and will arrive in
less than an hour or so. Perhaps the reinforcements consist
of a group of drow fighters from a nearby settlement, come
to interrogate one of the prisoners the mind flayers have
been holding. Alternatively, more of the prisoners and
guards might have escaped death, allowing you to increase
the number of foes in some areas.
• Increase all classed NPCs by one or two class levels.
• Increase the number of mind flayers at the cave-in to six.
• Make the cryohydra in area 6 a 12-headed cryohydra.
• Increase the number of flesh golems in areas 3 and 7
by two.
• Increase the number of mind flayers in area 4 by four.
14th- and 15th-level PCs: Run the adventure with the
changes described above (for 12th- and 13th-level PCs). In
addition, make the following changes:
• Increase all classed NPCs by three or four levels.
• Add a mind flayer handler, in the process of feeding the
beast, to area 6.
• Replace roughly half the flesh golems with stone golems.
• The summoning trap in area 15 summons a pit fiend
instead of a gelugon.
• Change the stone golem in area 19 to an iron golem.
Remember that changing the Encounter Levels should
change the amount of treasure in the adventure. Consult
page 170 in the DUNGEON MASTER’s Guide (Tables 7-2, 7-3,
and 7-4) to determine treasure appropriate to the new
encounters.
71
 Walls: Walls, for the most part, are unworked stone.
s Unworked Stone Walls: At least 5 feet thick,
hardness 8; hp 900 (per 5 feet of thickness); AC 3;
break DC 65; Climb DC 20.
Floors: Floors in the Underdark are natural stone.
Running and charging are impossible on these sur-
faces. Small stalagmites are common.
Ceilings: Ceilings in the Underdark are natural
unworked stone and range from 15 to 20 feet high.
MANZESSINE
Stalactites are common.
SPIRAL OF
Around the corner, a massive cave-in of rock and
dirt has completely blocked the main passageway.
In the center of the dead end is a 10-foot wide
tunnel. Duergar, drow, and hobgoblins in rags
emerge from the tunnel, pushing carts full of rock
and dirt. At the entrance to the smaller tunnel are
two mind flayers in black robes, observing the
workers with their arms crossed. Piles of timbers,
rubble, and massive rib-bones 5 feet long sit to
either side of the smaller tunnel.
A 15-foot wide side passage continues to the east.
In front of it sit two wagons with giant lizards har-
nessed to them.
A chain-reaction series of collapses due to seismic
activity have utterly obliterated the passageway
through the Underdark for over a mile. The slaves of
the mind-flayers have only recently started digging, so
the tunnel into the rock peters out after a hundred feet
or so. The timbers are used to shore up the roof of the
tunnel. Because wood is scarce in the Underdark, the
mind flayers use the larger bones of creatures such as
hydras for building materials.
Creatures: Four mind flayers are present: two at the
tunnel entrance and two more overseeing the digging
at the end of the tunnel. Fifteen hobgoblins, 7 duergar,
and 4 drow comprise the digging team. They’re effec-
tively unarmed; their shovels deal 1d4 points of bludg-
eoning damage, but the diggers are not proficient in
their use (–4 penalty on attacks). In any case, they
pqqqqrs
CONNECTING TO CITY OF THE SPIDER QUEEN
In City of the Spider Queen, the cave-in is about fifteen miles
southeast of Szith Morcane—about halfway between the
drow settlement and the Lake of Shadows, just a few miles
short of the major fork shown on the map. A secondary
canyon, not shown on the player’s handout, winds down
and east from there, terminating at the gates of
Manzessine Prison.
If you like, you can provide foreshadowing for “Spiral of
Manzessine” while the characters are still in Szith Morcane.
The mind flayer in area S12 (the Szith Morcane bazaar)
could be from Manzessine Prison, in Szith Morcane to
pqqqqrs
72
probably won’t attack the characters.
d Mind Flayers (4): hp 44, 42, 41, 51; Monster
Manual 136.
d Duergar Com1 (7): hp 5, 3, 6, 6, 5, 7, 2; Monster
Manual 81.
d Hobgoblins (15): hp 5, 8, 5, 4, 6, 6, 5, 8, 3, 3, 5, 4,
6, 5, 4; Monster Manual 119.
d Drow Com1 (4): hp 2, 3, 4, 3; Monster Manual 86.
d Pack Lizards (4): hp 81, 78; see Appendix.
Tactics: The mind flayers overseeing the tunnelers
have already captured a few stragglers from the drow
settlement and added them to the chain gang. Until
the characters use powerful magic or otherwise
demonstrate that they’re a serious threat, the mind
flayers use charm monster and suggestion to convince
the characters to pick up a shovel and start digging. In
any case, these mind flayers would rather have slaves
than meals, so they use their mind blast spell-like abil-
ity rather than trying to eat a foe’s brain. They scurry
from rock-pile to rock pile, poking their squidlike
heads up long enough to use mind blast or suggestion on
intruders. If pressed in melee combat, however, they
make tentacle attacks with relish.
At the first sign of trouble, the second pair of mind
flayers telepathically direct the diggers to run pell-
mell down the corridor (hopefully drawing attacks
from the PCs). Then the mind flayers themselves
follow. The mind flayers also direct the drow to use
their faerie fire and darkness abilities when appropriate,
and they order the duergar to turn themselves invisi-
ble and attempt to grapple a spellcaster. Other than
that, the digging team scatters randomly into the
larger cavern, then cowers in fear, oblivious to the
battle around them.
If three mind flayers fall in combat, the fourth use
plane shift and retreats to the Astral Plane. It waits there
for a few hours, then plane shifts again and begins what
is probably a long walk back to Manzessine Prison.
The tunnelers have been charmed so thoroughly that
they are nearly incapable of independent thought.
Once they’re out of the tunnel, they cower in place
negotiate a trading agreement similar to the one the mind
flayers had with the Lolth-worshipping predecessors in
Szith Morcane. If captured and interrogated, they might
reveal the existence of Manzessine Prison.
Later in the adventure, the characters might encounter
the hermit mind flayer Quthnorak in area V5 of Vournoth’s
Mire. Quthnorak undoubtedly knows about Manzessine
Prison. Perhaps he travels there once a year for certain dark
religious rites Or maybe he served a sentence in
Manzessine Prison, then chose the life of a hermit upon his
release, knowing he’d be unwelcome in mind flayer society.
and refuse to fight, wailing terribly if their masters are
slain. Their attitude is hostile to the PCs, and even if
liberated they stay put rather than flee. If the charac-
ters can improve their attitude to indifferent, the tun-
nelers flee back toward Szith Morcane.
Unless the giant lizards actually take damage, they
stay where they are, blithely ignoring the combat
around them.
Development: The characters might try to get past
the cave-in at this point, ignoring the passageway to
Manzessine Prison. Let them try, but even with magic,
it’ll be a tough task. Dimension door lacks the range to
get through a mile of solid rock, and teleport is a dan-
gerous, uncertain solution because of the faerzress
effect described above. Most plans for magically
bypassing the cave-in fail for a more subtle reason,
however: It’s hard to know exactly where the passage-
way resumes a mile away, and it’s difficult to navigate
with precision through solid stone. The biggest barrier
to teleport isn’t the faerzress; it’s the difficulty in getting
a description of the destination.
Characters who try to dig their way through the
cave-in probably make faster progress than the mind
flayer thralls, but they probably get discouraged and
give up eventually. Disintegrate only digs out 10 feet of
corridor, and it definitely needs shoring up if the char-
acters want a safe passage to travel down. Passwall
works a little better, digging faster and making more
stable tunnels. Still, an 11th-level arcane spellcaster
needs to cast hundreds of passwalls to get all the way
through the cave-in—probably an impossible task,
given that passwall only lasts for 1 hour per level.
Polymorphing the whole group into burrowing crea-
tures such as umber hulks is an effective solution, but
keep in mind that not every burrowing creature can
burrow through rock (umber hulks can). Simply
having one character burrow ahead of the group won’t
work, because the tunnel collapses right behind the
burrower. Navigating remains a problem, too.
Other spells might prove more useful, but none is a
guarantee. Ethereal jaunt targets only the caster, and its
duration is too short to travel all the way to where the
passageway resumes. Etherealness might work if the
characters are unusually fast and travel unerringly in a
straight line through the cave-in. If they’re even
slightly off-course or travel slowly, they won’t make it
through the cave-in in time.
The shadow walk spell is probably beyond the
powers of a PC wizard, but an arcane spellcaster with a
shadow walk scroll might be able to bypass the cave-in.
Again, navigation through the solid rock is a signifi-
cant hurdle.
As an aid to navigation, find the path is probably the
most effective Divination spell. If the characters are
on the Material Plane, find the path directs them to
Manzessine Prison. Then the spell leads the characters
straight though the spiral-shaped prison, warning the
spell recipient of traps (but not creatures). On the
Ethereal Plane or Plane of Shadow, find the path can
direct the spell’s recipient right to the point where the
main passageway resumes.
Other Divination spells are less useful. Clairaudi-
ence/clairvoyance can’t find the other side of the cave-in
MANZESSINE
because it’s not a known or obvious locale. Scrying
SPIRAL OF
works on people, not locations. Contact other plane, div-
ination, and commune won’t provide specific enough
information to navigate beyond the barrier, although
they might tell the characters just how massive the
cave-in is.
Ad-Hoc XP Adjustment: Because the thralls are
unarmed and mostly noncombatants, they aren’t a
challenge. Characters only earn experience for over-
coming the mind flayers.
1. BRIDGE OF FUMES (EL VARIABLE)
After an uneventful two-mile journey from the cave-
in site (through typical Underdark caverns described
above), the characters arrive at Manzessine Prison. To
gain entry, they must cross the bridge and deal with its
guards.
Between two massive stalagmites is a natural stone
bridge that crosses a chasm, ending at an iron
portcullis. To either side of the portcullis are hol-
lowed-out stalactites ending 10 feet from the ledge.
Two strange, patchwork-skin mockeries of giant
mind flayers stand on the ledge. The bottom of the
chasm can’t be seen—not because it’s necessarily
deep, but because it’s full of a green, glowing gas.
Wisps of the sulphurous gas extend to about 5 feet
below the bridge.
One of the stalactites contains Xalliordel, the mind
flayer sentry responsible for keeping intruders out of
Manzessine Prison. If a telepathic warning to intrud-
ers doesn’t work, he orders the flesh golems to attack
and sound the alarm.
The gas glows with a soft green neonlike effect
equivalent to the light of a full moon on the surface.
Three other features exist in this area, although the
characters are unlikely to notice them. Near the bottom
of the chasm—100 feet down—is the natural vent
through which the green gas seeps. There’s also a valve
mechanism controlled by the levers in area 23. And
along the south edge of the wall, at about bridge height,
is a small viewport that allows a character in area 23 to
watch the bridge and the gas. A successful Spot check
(DC 30) allows a character to notice the viewport.
73
 Trap (EL 8): The green gas is poisonous oorga gas,
strong enough to kill many victims within a minute.
It’s safe to walk on the bridge and the ledge, but any
character who flies below the bridge or falls off it is
subject to the poison every round he inhales the gas.
The oorga gas doesn’t affect the flesh golems, of
course. But the golems and Xalliordel watch the wisps
of oorga gas very carefully. There’s almost no air move-
ment in the cavern normally, so if the wisps move, the
MANZESSINE
guards know something is moving invisibly through
SPIRAL OF
the cavern. Characters who walk on the bridge or fly
10 feet above it disturb the gas unless they are them-
selves incorporeal, gaseous, or ethereal.
a Oorga Gas: CR 8; Inhaled; Fortitude save (DC
18) resists; 1d6 Con/2d6 Con.
Creatures (EL 12): Two flesh golems, made mostly
from drow and mind flayer parts, guard the gate at all
times. When the characters arrive, a 3rd-level mind
flayer cleric named Xalliordel is on duty in the north
stalactite.
The characters can’t see them right away, but a
shrieker grows on the east exterior of each stalactite.
d Xalliordel, Male Mind Flayer Clr3: CR 11;
Medium-size Aberration; 8d8+16 (mind flayer) plus
3d8+6 (Clr); hp 73; Init +7; Spd 20 ft.; AC 23, touch 13,
flat-footed 20; Atk +11 (1d4, 4 tentacles); SA mind blast,
psionics, improved grab, extract; SQ telepathy; SR 25;
AL LE; Fort +7, Ref +6, Will +14; Str 10, Dex 16, Con
15, Int 18, Wis 21, Cha 20.
Skills: Concentration +13, Hide +9, Intimidate +12,
Knowledge (religion) +9, Knowledge (Underdark) +9,
Listen +16, Move Silently +8, Sense Motive +10, Spell-
craft +14, Spot +16. Feats: Alertness, Combat Casting,
Dodge, Improved Initiative, Mobility, Weapon Finesse
(tentacle).
Extract (Ex): If Xalliordel begins a turn with all
four tentacles attached, and maintains his hold, he
pqqqqrs
PRISON BREAK
Once the shriekers start screaming, Manzessine Prison
goes on alert. Once they see guards scurrying about, twelve
of the prisoners launch their escape attempt.
All the prisoners have the tattoo of dimensional anchor, so
the mind flayers among them can’t use their astral projec-
tion or plane shift abilities. They’re also confined to their
cells at all times, unless they’re on their way to or from the
torture chamber. Finally, sigils of static carved into each
prison cell prevent the prisoners from communicating with
each other, and spellcasters have sigils of suppression on
their cells as well
But by leaving messages for each other in one of the echo
stones in the torture chamber, the prisoners slowly formed
a conspiracy, then an escape plan. Albossk, the mind flayer
cleric, uses his Escape Artist skill to squeeze far enough out
pqqqqrs
74
extracts the brain, killing the victim.
Improved Grab (Ex): Xalliordel must hit a Small to
Large creature with a tentacle. If he hits, he gets a free
grapple check to establish a hold. If successful, he can
attach the remaining tentacles with another successful
grapple check. If the foe is trying to escape, the mind
flayer gets a +2 circumstance bonus for every tentacle
attached at the beginning of the turn.
Mind Blast (Sp): 60-ft. cone; Will save (DC 19) or be
stunned for 3d4 rounds.
Psionics (Sp): At will—astral projection, charm monster,
detect thoughts, levitate, plane shift, suggestion. Caster level
8th; save DC 15 + spell level.
Telepathy (Su): Xalliordel can communicate tele-
pathically with any creature within 100 ft. that has a
language.
Spells Prepared (4/5/3; base save DC = 15 + spell level):
0—cure minor wounds, detect magic ×2, guidance; 1st—
detect good, detect chaos, entropic shield, protection from
good*, shield of faith; 2nd—calm emotions*, hold person,
zone of truth.
*Domain spell. Domains: Evil (+1 caster level for evil
spells), Law (+1 caster level for lawful spells).
Possessions: +2 breastplate, wand of silence (46 charges),
potion of cure moderate wounds, scroll of invisibility purge.
d Flesh Golems (2): hp 51, 48; Monster Manual 108.
d Shriekers (2): hp 10, 9; Monster Manual 93.
Tactics: As soon as Xalliordel suspects the existence
of intruders, he says (telepathically if the intruder is
visible, in Undercommon if the intruder can’t be
seen), “Come no further. State your business clearly
and completely, or go immediately whence you came.
We eat visitors.”
The characters might attempt to talk their way past
the guard by making threats, employing a ruse, or rely-
ing on the mind flayers’ good nature (unlikely). Xal-
liordel banters with the characters so long as they
of the bars to get a dispel magic off. Albossk dispels the sig-
ils of suppression on Dyema’s cell, then Dyema begins using
telekinesis to manipulate the locks to free the conspirators.
In less than a minute, they’re all out of their cells, but the
Manzessine prison guards discover the escapees. A battle
ensues, with the escapees heading both downward and
upward. In both cases, the escape attempts stall when the
prisoners meet more serious opposition (in areas 7–10 and
area 19). But the escapees are probably still on the loose
when the characters arrive on the scene.
The escape happens quickly, so it’s unlikely that the PCs
see it happen. But they see its aftermath, and they probably
stumble onto one or both of the standoffs that have devel-
oped between the escapees and their former captors.
to Szith Morcane

Hollow 3
to Prison
Stalactites
Gas
to Cave In Ramp Down

MANZESSINE
SPIRAL OF
1 2

Cave In 23 5 4

Gas Line (approximate)

8
6

23 Spiral Down to 7

7
22
9

22 Spiral up to 6
11
10

28
21
12
26 29
25

27 14
13
to 15
20
18

to 14
Stalactites
15 Stalagmites
to 19
17 Curtain
16 Rubble
Secret Door
to 20 16
Iris Valve Door
16 Stairs
Ladder
16 (arrow indicates
19 descent)

75
 don’t try to cross the chasm or obviously set up an
attack. Once the characters have spoken to him for a
bit, have them attempt the relevant opposed check
(Bluff, Diplomacy, or Intimidate) against Xalliordel’s
Sense Motive check. The best the characters can real-
istically hope for is a delay while Xalliordel sends a
hobgoblin slave to get Lugrihoomius in area 12. If Xal-
liordel wins the check, he simply says, “Retreat now or
be slain.” Combat starts the following round.
MANZESSINE
Needless to say, Manzessine Prison doesn’t get many
SPIRAL OF
visitors, much less unannounced drop-ins.
In a fight, Xalliordel stays in his stalactite (where he
has three-quarters cover), first disturbing the shriek-
ers to put the prison on alert, then using mind blast to
stun as many characters as possible. He also has a
scroll of invisibility purge to take care of unseen foes.
The flesh golems engage in melee, trying to perform
coup de graces on stunned characters and making bull
rush attacks to send characters down the chasm.
Because they’re constructs, the golems are unaffected
by Xalliordel’s mind blast.
Development: If the characters defeat Xalliordel
and the flesh golems, they have a few more obstacles
to deal with. The shriekers scream their warning if
Xalliordel disturbs them, or if characters pass within
10 feet of the stalactites. Once the guards scramble, the
prisoners make their move (see the “Prison Break”
sidebar).
A lever-and-wheel mechanism 15 feet inside
Manzessine Prison raises and lowers the portcullis.
Xalliordel’s routine for accepting real visitors is to use
his wand of silence to quiet the shriekers, then climb
down to raise the portcullis and let the guests in.
s Portcullis: 2 in. thick; hardness 10; hp 60; lift DC
25, break DC 28.
Ad-Hoc XP Adjustment: Characters only get expe-
rience for overcoming the oorga gas if they take
damage from the poison or figure out the valve con-
trols in area 23, below. Merely walking across the
bridge isn’t enough.
INSIDE
MANZESSINE PRISON
Once inside Manzessine Prison, characters have to
contend both with chambers hewn from stone and
pqqqqrs
GOLEM ORDERS
Manzessine Prison has a lot of golems guarding it. Most
are instructed to ignore anyone who makes the correct ges-
ture: bowing at the waist with arms crossed and hands
touching shoulders. Anyone else gets attacked.
The prisoners see this happen all the time as they’re led
pqqqqrs
76
natural caverns; the mind flayers took advantage of
many natural caverns when they built the prison cen-
turies ago.
Walls: Walls in the natural caverns are unworked
stone. Finished chambers have a layer of masonry cov-
ering the hewn stone.
s Unworked Stone Walls: At least 5 feet thick;
hardness 8; hp 900 (per 5 feet of thickness); AC 3;
break DC 65; Climb DC 20.
s Masonry Walls: 1 ft. thick; hardness 8; hp 90; AC
3; break DC 35; Climb DC 15.
Floors: Unworked floors are natural stone, so run-
ning and charging are impossible. In the finished
chambers, smooth stone floors present no obstacles to
movement.
Ceilings: Ceilings in the natural caverns are
unworked stone and range from 10 feet high near the
walls to peaks of 20 to 30 feet. Finished ceilings are
hewn stone, and larger chambers have buttresses to
prevent cave-ins.
Doors: Inside Manzessine Prison are two kinds of
doors: airtight steel iris-valve doors (with inset levers
that open and close them) and strong wooden doors.
The doors all have good (Open Lock DC 30) locks and
are typically kept locked—this is a prison, after all.
s Iris-Valve Doors: 2 in. thick; hardness 10; hp 60;
break DC 28.
s Strong Wooden Doors: 2 in. thick; hardness 5;
hp 20; break DC 25.
Light: Sconces of continual flame illuminate all pas-
sageways and chambers of worked stone. Faintly lumi-
nescent fungus grows on many of the walls and ceil-
ings of the natural caverns, providing light equivalent
to that of the full moon on the surface.
Air: The air inside Manzessine Prison tends to be
stale and still. Small chimneys (not shown on the map)
connect the prison to other Underdark caverns, and
eventually to the surface. But rooms that have iris-
valve doors have no chimneys, because then they
wouldn’t be air-tight.
Vents: Airtight rooms also have small, 4-inch vents,
usually near the floor. They connect with the oorga gas
system controlled from the valve room (area 23). The
map indicates the path of gas if someone reaches the
valve control room and opens the valves.
to their torture sessions, and when they get free, they try
making the gesture. But it doesn’t work. The golems have
orders that for 2 hours after the alarm goes off, they
respond to a different gesture: arms overhead and crossed
at the wrists.
2. PRISON ENTRYWAY
Beyond the portcullis is a chamber of worked stone
with a ramp leading downward and to the east. Fres-
coes cover the walls, depicting various Underdark
races (mostly mind flayers, but also drow, duergar,
and others) drowning in a sea of purple and tenta-
cles. A wheel and lever mechanism is embedded in
the wall. Along the west wall are two small door-
ways about 20 feet high.
The doorways lead into the hollow stalactites in area
1. (The mind flayers can all levitate, so they typically
dispense with ladders.) The wheel raises and lowers
the portcullis, and the lever locks it in position.
Development: Once the alarm goes off, four flesh
golems are supposed to guard the entryway and
repulse any intruders. But the mind flayers have erred,
locking the golems in the storage cave (area 3).
3. STORAGE CAVE (EL 11)
If the alarm has been sounded, read the following:
Behind the two wooden doors, you can hear dull
thumping and pounding at irregular but frequent
intervals.
The sound is the four flesh golems inside, trying to
get out. A successful Listen check (DC 20) reveals the
sound of shuffles and footsteps and indicates that the
pounding sounds like flesh on wood.
Once the characters open the doors, read them the
following (you might want to complete the combat
first):
This cave is full of crates and barrels, all clearly
marked in Undercommon: rope, extra shackles,
glassware, brain jerky, and so on. Two wagons—one
with a broken axle—sit just inside the door, and
animal droppings are scattered across the floor.
The animal droppings are from the pack lizards
encountered near the cave-in.
Creatures: Four flesh golems are stored here as a
reserve in case the existing ones are destroyed or go
berserk. They have orders to seize and hold the entry-
way (area 1), but the door is locked and they don’t
know how to open it. They pound fruitlessly at the
door until someone lets them out or for 2 hours. If the
characters open the door, they immediately attack.
If the alarm hasn’t sounded yet, they emerge from
crates, then attack anyone who doesn’t make the
proper hand gesture.
d Flesh Golems (4): hp 50, 60, 48, 47; Monster
Manual 108.
Tactics: Unless the characters can make the correct
gesture (arms crossed overhead), the golems attack.
They’re unsubtle but tenacious, engaging in melee
combat at every opportunity, heedless of the danger.
Treasure: All kinds of mundane equipment is here,
including almost any of the gear found in Chapter 7 of
the Player ’s Handbook. There aren’t any weapons or
armor here. It’s unlikely that characters give the equip-
ment here more than a cursory notice. Most of the
MANZESSINE
food here is dried; the kitchen (area 10) has fresh food
SPIRAL OF
for both the mind flayers and their humanoid slaves. A
strongbox near the back (Search DC 20) marked
“Drow Bribe Proceeds” has 2,000 gp and 1,500 sp.
4. BARRACKS (EL VARIABLE)
These are the living quarters for the rank-and-file
mind flayer guards in Manzessine Prison. Most of
them rush toward the prison cells when the alarm
sounds. If the alarm has sounded, most of them are
dead in areas 7 and 8. But two stragglers remain in the
armory (area 5).
This is also the first place characters encounter one
of the iris valve doors. Once they’re through it, read
the following:
Walls and curtains divide these rooms from the
hallway that continues south. In each are eight egg-
shaped beds, each with a matching wood-and-iron
footlocker.
The iris-valve door on the south side of the room is
typically kept closed but unlocked.
Creatures (EL 14): If the alarm hasn’t sounded yet,
there are eight mind flayers present—four in each
room. But if the alarm has sounded, the barracks are
empty.
d Mind Flayers (8): hp 43, 45 51, 49, 44, 41, 32, 45;
Monster Manual 136.
Tactics: The mind flayers are almost certainly
unaware of the characters’ presence unless they
simply walk in. They do whatever it takes to flee so
they can warn the rest of the prison, including suffer-
ing attacks of opportunity so their fellows can get past
the PCs. They’re also willing to mind blast each other if
doing so gets all or most of the intruders as well. If
reduced to 5 hp or less, they use plane shift to escape.
Treasure: The footlockers each have good locks
(Open Lock DC 30), but each mind flayer has the key
to its own locker. Thus half the footlockers present no
obstacle if the PCs defeat the mind flayers. Inside the
footlockers are extra robes, various knickknacks and
religious icons, and a total of 250 gp.
Development: Keep track of how much noise the
characters make here; if there are mind flayers in area
77
 5, they might hear the PCs. The DCs for the mind flay-
ers’ Listen checks are +9 to hear things in the western
barracks room and +13 to hear in the eastern barracks,
due to distance and the door.
This is also the first place where the characters
might see the oorga gas vents.
Ad-Hoc XP Adjustment: Characters gain no expe-
rience for mind flayers who successfully flee, because
mind flayers would rather warn the rest of the prison
MANZESSINE
than fight.
SPIRAL OF
5. BASIC ARMORY (EL VARIABLE)
This is where the mind flayer guards keep weapons
and other gear when they aren’t on duty.
A rickety wooden stairway winds down along the
wall of this octagonal room. Racks on the walls hold
an array of spears, tridents, and whips. Shackles,
chains, and truncheons also hang from the walls. A
round table in the center of the room is covered
with arrow shafts, heads, and feathers.
If the alarm has sounded, two mind flayers are here,
grabbing weapons. If they heard the characters back in
area 4, they’re ready for a fight; otherwise the charac-
ters are likely to surprise them.
One of the mind flayer guards was learning fletch-
ing, hence the mess on the center table.
Creatures (EL 9): The two mind flayers are only
here if the alarm has been sounded. If the characters
somehow sneak in here, the armory is deserted.
d Mind Flayers (2): hp 43, 45; Monster Manual 136.
Tactics: The mind flayers use mind blasts as long as
the characters don’t rush them and they have more
than 15 hp. If they’re badly wounded they try to rush
the PCs, using their tentacles to get one last good meal
before going down.
Treasure: There are 1d6+6 each of the following
weapons: clubs, daggers, halfspears, heavy crossbows,
nets, saps, shortspears, tridents, and whips. There are
1d3 suits each of the following armor: banded mail,
full plate, and mithral breastplate.
Development: The mind flayers might bargain for
their lives, but they aren’t willing to give up any infor-
mation of consequence. They intimate that they know
a great deal, however, trying to buy time and watching
for the PCs to let their guards down or make a mistake
the mind flayers can exploit.
6. SPIRAL RAMP (EL 12)
This 60-foot diameter circular cavern disappears
into the darkness below. In the center of the cavern
is a corkscrew shaped ramp that spirals counter-
clockwise down into the gloom.
78
The spiral ramp, buttressed against itself periodi-
cally, goes down for 90 feet (six complete spirals).
With no railings or visible means of support, it seems
unsafe but is actually sturdy enough to walk on (but
see the Development section below). But there is a
real danger: the cryohydra guardian.
Creatures: The cryohydra sits on a ledge out of view
from the top of the spiral ramp. But once the charac-
ters have completed their first circle downward,
they’re right across from it, and the cryohydra
breathes on them.
The cryohydra knows all the prison guards and
slaves by scent and won’t attack them because it knows
they feed it. For this reason, feeding the hydra is a
mandatory duty for guards at Manzessine Prison.
They’ve grown the hydra from an egg, and it’s too large
to fit out of this cavern now.
d Eleven-Headed Cryohydra: hp 120; Monster
Manual.
Tactics: The cryohydra breathes on intruders as
soon as they come around the curve of the spiral ramp,
then bites as far as it can reach with its heads. It con-
tinues this routine as long as it can. If the characters
retreat beyond its reach, it’s content to breathe at them
until its taken 60 points of damage. If it’s more than
half wounded or the characters rush past it heading
downward, it backs up, then attempts a running jump
across to the spiral ramp (which the hydra makes auto-
matically), before chasing down the PCs. It’s not smart
enough to try bull-rushing the characters off the spiral
ramp, unless the characters try that tactic on it first.
Development: The cryohydra’s massive weight
might be too much for the spiral ramp to bear. There is
a 20% chance each round, checked at the end of the
hydra’s turn, that the ramp begins to crumble and large
cracks appear. At the end of the hydra’s next turn, the
spiral ramp collapses. Anyone still on the ramp takes
falling damage as normal, then another 5d6 points of
damage from the rubble that was once the spiral ramp.
7. ALCOVE CHECKPOINT (EL 10)
The dead mind flayers probably get the players’ atten-
tion, but the real threat are the flesh golems hiding in
alcoves above the doors. (Omit the mind flayers if the
prison still isn’t on alert.)
Beyond the door is a high-ceilinged natural cavern
about 40 feet across. A wooden door seems to be the
room’s only salient feature—other than the two
dead mind flayers that lie in front of the door.
If the players ask how tall the ceiling is, have the
characters make Spot checks to see the alcoves 30 feet
up holding flesh golems (Hide –5). But if the charac-
ters immediately move into the
room because they’re curious
about the mind flayer bodies, the
flesh golems can drop to the
ground during the surprise
round.
Creatures: Three flesh golems
lurk in alcoves near the ceiling.
d Flesh Golems (3): hp 46,

MANZESSINE
46, 41; Monster Manual 108.

SPIRAL OF
Tactics: The flesh golems don’t
care about the 3d6 points of
damage they take from the fall. If
they can jump far enough from
their alcoves, they land on a PC,
dealing 6d6 points of damage. This
knocks both the golem and the PC
prone; scatter the golem into a
random adjacent square after land-
ing. After they land, the golems are
straightforward melee fighters,
showing a grasp of basic tactics
like flanking and ganging up on
one foe. But truly inventive tactics
are beyond them.
Development: The dead mind
flayers are casualties from the
major battle between the guards
and the escapees just beyond the
door. That battle has devolved into
a standoff that the characters prob-
ably upset.

8. LAKE (EL VARIABLE)

This is the water supply for the prison. If the prison-
ers have escaped their cells, their ringleader is hiding
out here.
This natural tunnel slopes upward at a 45 degree angle.
In a few spots, the pitch is even steeper, and iron
ladder-rungs have been hammered into the stone.
Unlike the other natural caverns you’ve seen so far,
this cavern is quite damp, with trickles of water run-
ning down the walls. The bottom half of the cavern
is submerged, and a rickety little jetty juts out into
the water. There’s a stack of buckets on the end of
the jetty.

If the alarm has sounded, add the following:
At the bottom of the first ladder lie three dead mind
flayers. Draped over the top of the ladder is another
mind flayer corpse.
Assuming the alarm was sounded, Albossk is stand-
ing at the top of the second ladder, ready to use sugges-
tion, charm monster, or mind blast on the first character
he sees. If and when the characters reach the top of
that ladder, read the following:
Creatures (EL 13): Albossk, the ringleader of the
escapees, is waiting and listening at the top of the lad-
ders. He fled up here during a battle that encompassed
areas 7–10 and was very dismayed to discover it wasn’t
the way out of the prison. The guards who were chas-
ing him are now littering the ladder. They’ve all suf-
fered brain extraction.
If the alarm hasn’t sounded yet, the lake is deserted.
d Albossk, Male Mind Flayer Clr5: CR 13;
Medium-size Aberration; 8d8 (mind flayer) plus 5d8
(Clr); hp 54 (currently 51); Init +8; Spd 30 ft.; AC 17,
touch 14, flat-footed 13; Atk +13 (1d4+2, 4 tentacles);

79
 SA mind blast, psionics, improved grab, extract; SQ
telepathy; SR 25; AL LE; Fort +6, Ref +7, Will +15; Str
14, Dex 18, Con 10, Int 18, Wis 22, Cha 19.
Skills: Bluff +9, Concentration +11, Diplomacy +13,
Escape Artist +12, Hide +10, Knowledge (religion) +9,
Knowledge (Underdark) +9, Listen +16, Move Silently
+9, Spot +16. Feats: Alertness, Blind-Fighting, Combat
Casting, Dodge, Improved Initiative, Weapon Finesse
(tentacle).
MANZESSINE
Extract (Ex): If Albossk begins a turn with all four
SPIRAL OF
tentacles attached, and maintains his hold, he extracts
the brain, killing the victim.
Improved Grab (Ex): Albossk must hit a Small to
Large creature with a tentacle. If he hits, he gets a free
grapple check to establish a hold. If successful, he can
attach the remaining tentacles with another successful
grapple check. If the foe is trying to escape, the mind
flayer gets a +2 circumstance bonus for every tentacle
attached at the beginning of the turn.
Mind Blast (Sp): 60-ft. cone; Will save (DC 19) or be
stunned for 3d4 rounds.
Psionics (Sp): At will—astral projection, charm monster,
detect thoughts, levitate, plane shift, suggestion. Caster level
8th; save DC 15 + spell level.
Telepathy (Su): Albossk can communicate tele-
pathically with any creature within 100 ft. that has a
language.
Spells Prepared (5/6/5/3; base DC = 16 + spell level):
0—cure minor wounds, detect magic ×2, guidance ×2;
1st—command, cure light wounds, detect evil, divine favor,
Nystul’s undetectable aura*, shield of faith; 2nd—bull’s
strength, calm emotions*, endurance; 3rd—cure serious
wounds, deeper darkness, dispel magic* (already cast).
*Domain spell. Domains: Lawful (+1 caster level for
lawful spells), Magic (can use arcane spell completion
and spell trigger items as 2nd-level caster).
Possessions: None.
Tactics: Unlike many of the other escapees,
Albossk is looking for allies, so he attempts suggestion
or charm monster rather than start a fight right away.
Using a combination of his spell-like abilities and
Diplomacy, he tries to forge an alliance with the char-
acters. This alliance lasts exactly long enough to get
Albossk safely near the entrance, then Albossk
double-crosses the characters (better to be the traitor
than the victim, he reasons).
If Albossk hears enough to know that whoever’s
coming up the ladders poses a serious threat, he casts
spells in the following order: endurance, shield of faith,
bull’s strength, and divine favor.
Ad-Hoc XP Adjustment: Because Albossk has no
equipment, award 10% less experience for this
encounter.
80
9. SLAVE QUARTERS (EL VARIABLE)
If the characters haven’t triggered an alarm yet, this
room is full of sleeping hobgoblin, drow, and duergar
slaves, none of whom pose even the slightest chal-
lenge for the characters.
If the alarm has sounded, the slaves are dead and
two escapees have barricaded themselves in here.
They’ve destroyed the continual flame, so it’s com-
pletely dark. If the characters have darkvision or bring
a lights source to bear on the room, read the following:
Pools of blood cover the floor, which is scattered with
the bodies of about a dozen hobgoblins, drow, and
duergar. Rude sleeping pallets line the walls, and
ragged robes hang on hooks near each one. Some of
the pallets have been tipped over on their edge.
This room has oorga gas vents.
Creatures (EL 13): Quasuliarint the mind flayer
and Thut-hakh, a bugbear assassin, are behind two of
the pallets. After their escape, they wound up pinned
in this room by Lugrihoomius, who’s currently in area
10. They’ve been trading sporadic mind blasts, cross-
bow bolts, and shouted threats ever since. They got
separated from Albossk during the fighting and don’t
know he’s still alive.
d Quasuliarint, Male Mind Flayer Ftr3: CR 11;
Medium-size Aberration; 8d8+16 (mind flayer) plus
3d10+6 (Ftr); hp 75 (currently 67); Init +8; Spd 30 ft.;
AC 17, touch 14, flat-footed 13; Atk +11 melee (1d4+2,
4 tentacles) or +11 ranged (1d10/crit 19–20, heavy
crossbow); SA mind blast, psionics, improved grab,
extract; SQ telepathy; SR 25; AL LE; Fort +7, Ref +7,
Will +9; Str 15, Dex 19, Con 14, Int 18, Wis 14, Cha 20.
Skills: Bluff +10, Concentration +13, Hide +10,
Intimidate +13, Knowledge (history) +9, Knowledge
(Underdark) +9, Listen +13, Move Silently +9, Spot
+13. Feats: Alertness, Combat Casting, Dodge,
Improved Initiative, Point-Blank Shot, Precise Shot,
Weapon Finesse (tentacle), Weapon Focus (tentacle).
Extract (Ex): If Quasuliarint begins a turn with all
four tentacles attached, and maintains his hold, he
extracts the brain, killing the victim.
Improved Grab (Ex): Quasuliarint must hit a Small
to Large creature with a tentacle. If he hits, he gets a
free grapple check to establish a hold. If successful, he
can attach the remaining tentacles with another suc-
cessful grapple check. If the foe is trying to escape, the
mind flayer gets a +2 circumstance bonus for every
tentacle attached at the beginning of the turn.
Mind Blast (Sp): 60-ft. cone; Will save (DC 19) or be
stunned for 3d4 rounds.
Psionics (Sp): At will—astral projection, charm monster,
detect thoughts, levitate, plane shift, suggestion. Caster level
8th; save DC 15 + spell level.
Telepathy (Su): Quasuliarint can communicate
telepathically with any creature within 100 ft. that has
a language.
Possessions: Masterwork crossbow, 5 bolts.
d Thut-hakh, Male Bugbear Rog2/Asn7: CR 11;
Medium-size Humanoid (goblinoid); 3d8+9 (bugbear)
plus 2d6+6 (Rog) plus 7d6+21 (Asn); hp 81 (currently
70); Init +8; Spd 30 ft.; AC 17, touch 14, flat-footed 13;
Atk +13 melee (1d4+4/19–20, dagger) or +13 ranged
(1d4+4/19–20, dagger); SA sneak attack +5d6, death
attack; SQ scent, evasion, poison use, uncanny dodge;
AL CE; Fort +6, Ref +15, Will +4; Str 18, Dex 18, Con
16, Int 10, Wis 12, Cha 6.
Skills: Climb +12, Hide +19, Listen +2, Move Silently
+19, Open Lock +16, Spot +2. Feats: Dodge, Improved
Initiative, Mobility, Quick Draw.
Death Attack: If Thut-hakh studies his victim for 3
rounds, then makes a successful sneak attack with a
melee weapon, the target must succeed at a Fortitude
save (DC 17) or die.
Possessions: Six masterwork daggers.
Tactics: As soon as the characters come to the door-
way, Thut-hakh begins studying one of the characters,
preferably an obvious spellcaster or lightly armored
character, in preparation for a death attack. He has to
peek around the corner of one of the pallets to do this,
so characters might spot him (Thut-hakh’s Hide check
opposed by the PCs’ Spot checks, should they care to
make them). Quasuliarint waits until Thut-hakh
charges from behind a pallet, then opens up with
either his mind blast (if he can avoid hitting Thut-
hakh) or his heavy crossbow (if he can’t).
In melee, Thut-hakh uses the Mobility feat to get
around the PCs, perhaps maneuvering for a flanking
bonus if Quasuliarint is also drawn into melee.
Because he has the Quick Draw feat, Thut-hakh isn’t
shy about throwing his daggers.
Ad-Hoc XP Adjustment: Because Quasuliarint and
Thut-hakh are underequipped, award 15% less experi-
ence for this encounter.
10. KITCHEN (EL VARIABLE)
If the alarm has sounded, Lugrihoomius, the second-
in-command of Manzessine Prison, is in the kitchen,
waiting for reinforcements to arrive before he rushes
into the slave quarters. Otherwise it’s empty.
This is obviously a kitchen, dominated by a large
wooden table in the center. Pots and pans hang
from an iron ceiling rack, and boxes and jars line
shelves on the walls. Steam rises from a pool of
water in the corner.
The mind flayers cook very little. If something
needs to be heated, they immerse it in the hot
springs in the corner, which is hot enough to cook
food (and flesh—the hot water deals 1d6 points of
damage per round).
Creatures (EL 11): If the alarm has sounded, Lugri-
hoomius, the mind flayer who handles day-to-day
operations at the prison is here, along with her ever-
present shield guardian companion. They attack
MANZESSINE
anyone who isn’t a known member of the prison staff.
SPIRAL OF
d Lugrihoomius, Female Mind Flayer Ftr2:
Medium-size Aberration; 8d8+16 (mind flayer) plus
2d10+4 (Ftr); hp 63; Init +4; Spd 20 ft.; AC 25, touch 13,
flat-footed 22; Atk +12 (1d4+3, 4 tentacles); SA mind
blast, psionics, improved grab, extract; SQ telepathy; SR
25; AL LE; Fort +7, Ref +6, Will +8; Str 17, Dex 18, Con
15, Int 18, Wis 14, Cha 18.
Skills: Bluff +9, Concentration +13, Hide +6, Intimi-
date +9, Knowledge (nobility and royalty) +9, Knowl-
edge (Underdark) +9, Listen +9, Move Silently +5,
Sense Motive +7, Spot +9. Feats: Alertness, Combat
Casting, Dodge, Improved Initiative, Mobility, Spring
Attack, Weapon Finesse (tentacle).
Extract (Ex): If Lugrihoomius begins a turn with all
four tentacles attached, and maintains her hold, she
extracts the brain, killing the victim.
Improved Grab (Ex): Lugrihoomius must hit a
Small to Large creature with a tentacle. If she hits, she
gets a free grapple check to establish a hold. If success-
ful, she can attach the remaining tentacles with
another successful grapple check. If the foe is trying to
escape, the mind flayer gets a +2 circumstance bonus
for every tentacle attached at the beginning of the turn.
Mind Blast (Sp): 60-ft. cone; Will save (DC 19) or be
stunned for 3d4 rounds.
Psionics (Sp): At will—astral projection, charm monster,
detect thoughts, levitate, plane shift, suggestion. Caster level
8th; save DC 15 + spell level.
Telepathy (Su): Lugrihoomius can communicate
telepathically with any creature within 100 ft. that has
a language.
Possessions: +1 breastplate, +1 large steel shield, potion of
cure serious wounds, rope of entanglement.
d Shield Guardian: hp 80; Monster Manual 163.
Tactics: If possible, Lugrihoomius uses her Spring
Attack feat from behind her shield guardian. If she
hits with a tentacle, she attempts a brain extraction
rather than springing back to safety.
11. FRESCO CHECKPOINT (EL 10)
This room houses two bodaks, charged by a high-level
mind flayer cleric with guarding the prison cells
against unauthorized entry—or exit.
81
 At the bottom of the stairs is a wedge-shaped room
covered with a fresco painting similar to the one in
the entryway—various Underdark denizens
drowning in massive purple tentacles. There are
double wooden doors on the east wall. Flanking
them like butlers are two gray, gaunt forms. Their
eyes are empty white orbs.
If the alarm has sounded add the following: “Two
MANZESSINE
mind flayers lie dead in the center of the room.” (They
SPIRAL OF
rise as bodaks in a little less than 24 hours.)
Creatures: Two bodaks have guarded this room for
untold years, averting their gaze for authorized
passersby. The bodak’s gaze killed two of the escapees,
but Albossk, Quasuliarint, and Thut-hakh made their
saves and fled through this room as fast as they could.
d Bodaks (2): hp 57, 55; Monster Manual 27.
Tactics: The bodaks move to within 30 feet of the
characters as soon as they can, then fight conserva-
tively, waiting for their foes to fail their Fortitude saves
and keel over. They won’t pursue foes beyond the
room, and they fight here until slain.
12. OFFICER’S QUARTERS (EL
VARIABLE)
This area is probably empty. But if the characters still
haven’t alerted anyone to their presence, Lugri-
hoomius and her shield guardian are here.
An intricately carved desk with a plush chair block
the middle of this wide spot in the passageway. A
single piece of paper sits atop the desk.
The paper is titled “ Torture Schedule” and says
“First-day—Thut-hakh; Third-Day—Absterthelid;
Sixth-Day—Albossk; Eighth-Day—Open.”
d Lugrihoomius: hp 63; see area 10 for complete
statistics.
d Shield Guardian: hp 80; Monster Manual 163.
Tactics: As described in area 10.
13. PRISON CELLS
If the alarm has sounded, nobody’s here. But normally,
Albossk, Dyema, Quasuliarint, Thut-hakh, Absterthe-
lid, and eight other mind flayers are incarcerated here.
The ledge you’re standing on overlooks a vast
cavern that drops about 60 feet to jagged rocks
below. A rough ramp snakes downward, eventually
reaching the cavern floor near an iris-valve door in
the west wall. Above the serpentine ramp hang a
series of stalactites, each with an iron-barred door.
On the lower two rows of stalactites, eldritch runes
surround each door. Many of the doors hang open.
82
The runes are sigils of static and sigils of suppression.
The top five stalactites are stalactites of stasis, so they
don’t have sigils, which would be redundant. For
details on these items, see the “New Magic Items” side-
bar.
Creatures: In the unlikely event that the prison is
still quiet, there are eleven prisoners here. After the
alarm, they scatter to various rooms.
d Albossk: hp 54; see area 8 for statistics.
d Dyema: hp 42; see area 19 for statistics.
d Quasuliarint: hp 75; see area 9 for statistics.
d Thut-hakh: hp 81; see area 9 for statistics.
d Absterthelid: hp 81; see area 19 for statistics.
d Mind Flayers (8): hp 42, 31, 41, 50, 44, 47, 40, 40;
Monster Manual 136.
Tactics: If the characters raise a ruckus here, the
prisoners attempt to escape as described in the “Prison
Break” sidebar above. They only fight the characters if
they have to—they’d much rather escape.
Ad-Hoc XP Adjustment: The characters don’t get
experience for sneaking through a room full of
locked-up prisoners, but they might earn experience if
they overcome anyone that gets free while the PCs are
in the room.
14. CRUSHING ROOM (EL 10)
This small room is a deadly trap that separates the cells
from the lower parts of the prison.
This room is almost entirely featureless. There’s a
door in the south wall, and four holes in a diamond
pattern to the left of the door. Unlike the other iris-
doors you’ve seen so far, this one has no opening
lever or lock.
If the alarm has sounded, add the following:
An obviously dead mind flayer lies in the center of
the room in a pool of blood. He is a mess of bloody
pulp, compound fractures, and blunt trauma.
Trap: The four holes are a control panel that unlocks
and opens the door, but it’s a control panel for mind
flayers. Lugrihoomius and Ulliphion are the only mind
flayers who know the correct sequence. They snake
their tentacles into the holes and press buttons at the
end of each hole, then the door opens safely.
The trap triggers if the characters enter the wrong
code or touch the door without first entering the
code, which is north, east, west, south, south. Even if
characters know the sequence, they’re hard-pressed
to actually reach the buttons; each hole snakes
around several corners, so any poking implement
must be flexible. Otherwise characters think they’ve
hit the buttons, when they really just poked the wall
of each tentacle-hole.
The trap itself is simple: The doors lock shut, and 2
rounds later the walls move together. On the third
round, the trap resets itself.
a Crushing Room: CR 10; automatic reset; walls
move together (16d6 points of damage); no attack roll
required; Search (DC 22); Disable Device (DC 20).
Development: Assuming the alarm has sounded,
the characters find six small flasks just beyond the
south door. (Dyema and Absterthelid stole healing
potions from guards they overpowered, then healed
themselves after nearly being crushed by this room.)
15. PENTAGRAM CHECKPOINT (EL 10)
As soon as characters enter the room, read the following:
With a puff of brimstone, a 12-foot tall insect with a
longspear appears in the center of a black and silver
pentagram inscribed in a circle on the floor. The
west wall has an iris-valve door, and the south and
east walls have wooden doors.
Trap: A summon monster IX spell trap summons a gel-
ugon every time someone crosses the threshold of the
doorway (treat the trigger as an alarm spell). The charac-
ters might assume that the devil is limited to the circle
as if it were a summoning circle, but several small
breaks (Search DC 25 to find) render the circle useless.
a Summon Monster IX Trap: CR 10; proximity
trigger; summons 1 gelugon; Search (DC 34); Disable
Device (DC 34).
d Gelugon: hp 113; Monster Manual 49.
Tactics: Unless the characters assail it immediately,
the gelugon pretends like it’s trapped within the circle
(Bluff check modified by the PCs’ Sense Motive
check), hoping to draw the characters closer.
Development: When the prison break occurred,
Dyema, Absterthelid, and five other mind flayers
made it this far. They ran past the gelugon—Dyema
and Absterthelid south and the other five east—but
one mind flayer died from gelugon-inflicted wounds
shortly thereafter.
Two of those mind flayers are listening at the door.
Depending on what they hear, they might enter this
room from area 16 and attack.
16. OFFICES/QUARTERS (EL VARIABLE)
These are the offices and living quarters of the elite
mind flayer guards. Lugrihoomius has the northmost
room, Ulliphion has the next one, Jackie has the third,
and Xalliordel has the southmost. Four mind flayers
are ransacking these rooms looking for anything that
might help them get past the gelugon.
If the alarm hasn’t sounded yet, these rooms are
empty.
Each of these rooms contains a small writing desk,
bed, and an array of tapestries and other personal
effects.
Creatures (EL 12): The four mind flayers here are
not happy about winding up in a dead-end passage-
MANZESSINE
way. Two are listening at the door to area 15 while the
SPIRAL OF
other two search the living quarters. If the listening
mind flayers hear something that obviously sounds
like the defeat of the gelugon, they telepathically con-
tact their fellows, then charge out into area 15.
d Mind Flayers (4): hp 44 (35 current), hp 41 (30
current), hp 52 (38 current), hp 51 (31 current); Mon-
ster Manual 136.
Tactics: These mind flayers are cautious, all too
happy to use mind blast and their other spell-like abili-
ties from a distance. If forced into melee, they gang up
on spellcasters if possible, helping each other grapple.
Treasure: Secreted in various drawers and cabinets
in the living quarters are 1,000 pp, 5,000 gp, three 100-
gp pearls, 750 gp worth of diamond dust, a lawful evil
candle of invocation (2 hours left) and a scarab of protection
(3 attacks left).
Development: If it’s been more than 20 minutes
since the prison break, assume that the mind flayers
have found all the treasure described above.
Ad-Hoc XP Adjustment: Because these mind flay-
ers begin the encounter wounded, award 10% less
experience for this encounter.
17. TORTURE CHAMBER (EL 11)
This is the workshop of Jackie, a powerful night hag
who tortures the prisoners on a regular basis.
A balcony with four wooden chairs overlooks a
chamber of horrors: a rack, iron maiden, whips,
thumbscrews, spiked wall shackles, and all the other
implements of torture. Shelves on the wall have
smaller tools of the torturer’s trade, as well as an array
of jars, urns, and other containers. A hideous woman
next to the rack leers in your direction, dropping a
scalpel and whetstone on the ground.
This room has oorga gas vents.
Creatures: Jackie is here regardless of the alarm—
her orders are to remain in the torture chamber until
Lugrihoomius or Ulliphion comes by to tell her it’s all
clear. But she takes great delight in tearing into the
flesh of characters who disturb her.
83

MANZESSINE
SPIRAL OF
d Jackie, Night Hag Torturer: CR 11; Medium-
size Outsider (evil); 12d8+12; hp 68; Init +1; Spd 20 ft.;
AC 23, touch 14, flat-footed 22; Atk +17 melee (2d6+7
and disease, bite); SA spell-like abilities, dream haunt-
ing; SQ immunities, DR 20/+3; SR 25; AL NE; Fort
+11, Ref +11, Will +12; Str 20, Dex 12, Con 12, Int 15,
Wis 15, Cha 12.
Skills: Bluff +15, Concentration +16, Intimidate +15,
Listen +18, Ride +15, Sense Motive +16, Spellcraft +17,
Spot +14. Feats: Alertness, Combat Casting, Power
Attack, Weapon Focus (bite).
84
Disease (Ex): Demon fever—bite, Forti-
tude save (DC 18), incubation period 1 day;
damage 1d6 temporary Constitution. Each
day thereafter, on a failed save, the creature
must immediately succeed at another Forti-
tude save or take 1 point of permanent Con-
stitution drain.
Spell-Like Abilities: At will—detect
chaos, detect evil, detect good, detect law, detect
magic, magic missile, polymorph self, ray of
enfeeblement, sleep; Caster level 8th; save DC
11 + spell level.
Dream Haunting (Su): Can visit dreams
of chaotic or evil creatures, dealing 1 point
of permanent Constitution drain per night.
Immunities (Ex): Night hags are
immune to fire and cold, and to charm,
sleep, and fear effects.
Possessions: ring of protection +3, necklace of
fireballs (type VII), heartstone (see Monster
Manual 140).
Tactics: Jackie is eager to mix it up with
the characters—she hasn’t had a proper
fight in ages. If the tide of battle turns
against her, she opens the door to area 18,
and if she has 15 hp or less, she uses her
heartstone to escape to the Ethereal Plane.
Treasure: Among the grisly bric-a-brac
on the shelves are three echo stones (see the
“New Magic Items” sidebar). Two are blank,
but the rightmost one has a message in it:
“Albossk says to suppress the stasis on the
human’s chamber. He should be pragmatic
enough to free the rest of us, and Albossk
says he’s mentally . . . pliable . . . in any case.”
The mind flayers keep echo stones handy to
record confessions obtained during Jackie’s
torture sessions. However, one of the echo
stones is key to the prisoners’ conspiracy. The
sigils of static on each cell block prohibit
communication among the prisoners, but
the prisoners eventually learned that Jackie
always grabbed the rightmost echo stone
when she needed one. The prisoners used the leftmost
echo stone to leave messages for each other—a risky
technique, but they got away with it.
Development: If the characters raise a ruckus in
the torture room, Kyurik in area 18 might hear them.
He’s actively listening if the alarm has sounded, but
he’s dormant (effectively rolling a 0 on his Listen
check) if the characters have sneaked this far.
18. VIVISECTION LAB (EL 11)
Vivisection is just like dissection, except that it’s per-
formed on the living. And a devourer here takes his
job very seriously.
A carved-up mind flayer floats face-up about an
inch above a large, bloody table, its organs clearly
visible through the incision across its torso. A tall
skeleton with a smaller figure writhing within its
rib cage stands next to the table, its claws stained
red with blood.
The operating table has a stasis effect similar to the
stalactites of stasis described in the “New Magic Items”
sidebar. The mind flayer on the table is less than a
second away from death, which means he takes a few
days to die on the table. The “surgeon” is Kyurik, a
devourer kept as a pet by the prison staff.
This room has oorga gas vents.
Creatures: Like Jackie, Kyurik has orders to remain
here if an alarm sounds. It goes into the torture cham-
ber if it hears sounds of a struggle.
d Kyurik the Devourer: hp 79; Monster Manual 53.
Tactics: Kyurik has 12 levels of trapped essence
when the fight starts. It tends to alternate between its
confusion spell-like ability and its trap essence attack,
only using its claws against foes who have repeatedly
made their saves against these two attacks.
Development: If the characters pull the mind
flayer off the table and cast a cure spell right away, they
can save him. The mind flayer, another prisoner,
gladly tells all he knows about the prison staff. If he
gets even slightly nervous, however, he plane shifts
away—his tattoo of dimensional anchor has been
removed already.
19. HALLWAY GUARDIAN (EL
VARIABLE)
When the characters begin heading down the first set
of stairs, read the following.
On the landing at the bottom of the stairs are a
human and a mind flayer, both dressed only in rags,
and staring at each other intently. The stairway
turns west and continues heading down.
Dyema, a human sorcerer, and Absterthelid, a mind
flayer monk, are both escapees. At the bottom of the
second stairway is a stone golem, patiently waiting at
the point where the finished hallway yields to a natu-
ral stone passage.
This encounter area has two encounter levels listed
because it’s likely that the characters face Dyema and
Absterthelid, then face the stone golem separately.
Creatures (EL 14): Dyema and Absterthelid are
stuck, and they know it. After running past the gelu-
gon trap, they ran straight into the stone golem
(marked G on the map) and retreated halfway up the
stairs. They’re arguing telepathically on the landing,
trying to decide which foe to face.
Creatures (EL 11): The golem has orders to attack
anyone coming down the stairs who doesn’t display the
correct gesture. It won’t chase characters up the stairs.
MANZESSINE
k Dyema, Male Human Sor10: CR 10; Medium-
SPIRAL OF
size Humanoid; 10d4+20; hp 42; Init +2; Spd 30 ft., AC
12, touch 12, flat-footed 10; Atk +4 melee (1d3–1 subd-
ual, unarmed); AL CE; Fort +5, Ref +5, Will +8; Str 8,
Dex 14, Con 14, Int 10, Wis 12, Cha 18.
Skills: Concentration +15, Diplomacy +16, Spellcraft
+13. Feats: Combat Casting, Dodge, Empower Spell,
Spell Focus (Enchantment), Spell Focus (Transmuta-
tion).
Spells Known (6/7/7/7/6/3; base DC = 14 + spell
level): 0—arcane mark, daze*, dancing lights, detect magic,
light, open/close, ray of frost, read magic, resistance; 1st—
charm person*, mage armor, magic missile, protection from
good, shield; 2nd—cat’s grace, endurance, invisibility, web;
3rd—haste, hold person*, fly; 4th—polymorph self, poly-
morph other*; 5th—telekinesis*.
*Because of Spell Focus (Enchantment) and Spell
Focus (Transmutation), the base DC for saves against
these spells is 16 + spell level.
Possessions: None.
d Absterthelid, Male Mind Flayer Mnk5: CR
13; Medium-size Aberration; 8d8+16 (mind flayer)
plus 5d8+10 (Mnk); hp 81; Init +9; Spd 40 ft.; AC 24,
touch 21, flat-footed 19; Atk +15 (1d8, 4 tentacles); SA
mind blast, psionics, improved grab, extract, stunning
attack; SQ telepathy, evasion, deflect arrows, still
mind, slow fall 20 ft., purity of body; SR 25; AL LE;
Fort +8, Ref +11, Will +15; Str 10, Dex 20, Con 15,
Int 18, Wis 20, Cha 18.
Skills: Bluff +9, Concentration +13, Hide +19, Intim-
idate +20, Knowledge (arcana) +9, Knowledge (Under-
dark) +9, Listen +12, Move Silently +17, Spot +12,
Tumble +21. Feats: Alertness, Dodge, Improved Initia-
tive, Mobility, Weapon Finesse (tentacle), Weapon
Focus (tentacle).
Extract (Ex): If Absterthelid begins a turn with all
four tentacles attached, and maintains his hold, he
extracts the brain, killing the victim.
Improved Grab (Ex): Must hit Small to large crea-
ture with tentacle. If he hits, he gets a free grapple
check to establish a hold. If successful, he can attach
the remaining tentacles with another successful grap-
ple check. If the foe is trying to escape, the mind flayer
gets a +2 circumstance bonus for every tentacle
attached at the beginning of the turn.
85
 Mind Blast (Sp): 60-ft. cone; Will save (DC 18) or be
stunned for 3d4 rounds.
Psionics (Sp): At will—astral projection, charm monster,
detect thoughts, levitate, plane shift, suggestion. Caster level
8th; save DC 14 + spell level.
Telepathy (Su): Absterthelid can communicate
telepathically with any creature within 100 ft. that has
a language.
Possessions: None.
MANZESSINE
d Stone Golem: hp 76; Monster Manual 108.
SPIRAL OF
Tactics: The characters are welcome arrivals for the
two escapees, who are eager to be out of the standoff.
Dyema urges (verbally—forgetting his partner’s tele-
pathic ability) Absterthelid to charm, use suggestion, or
otherwise get the PCs working for them. But
Absterthelid is having none of it. He wants humanoid
brains, and the more the better. Absterthelid uses mind
blast and his formidable melee prowess to extract as
many brains as he can.
Dyema has cast the following spells on himself prior
to combat: cat’s grace, endurance, fly, and mage armor. In
the first round of combat, he casts haste and shield.
When his haste runs out, he starts casting empowered
magic missiles. If Dyema drops below 20 hp, he casts
polymorph self to heal, choosing the form of an annis
hag (Str 25, Dex 12, Con 14, +10 natural armor, 40 ft.
speed, 10-foot reach).
Ad-Hoc XP Adjustment: Dyema and Absterthelid
are underequipped, so award 10% less experience for
them. Award full experience for the stone golem.
pqqqqrs
NEW MAGIC ITEMS
Echo Stone: A telepathic recording device, echo stones sim-
ply parrot back telepathic message. Creatures with telepa-
thy can contact an echo stone as if it were a creature with a
language, and the echo stone “remembers” up to 1 minute
of telepathic communication. If a telepathic character trans-
mits the word “Speak” to an echo stone, it repeats whatever
communication it has stored. Sending a new communica-
tion to the echo stone erases the previous message.
Caster Level: 9th; Prerequisites: Craft Wondrous Item,
Rary’s telepathic bond, sending; Market Price: 12,000 gp.
Sigils of Static: These eldritch runes create a mental stat-
ic that blocks all telepathic communication within the
room.
Caster Level: 9th; Prerequisites: Craft Wondrous Item,
Rary’s telepathic bond; Market Price: 8,000 gp.
Sigils of Suppression: A globe of invulnerability fills the
room. No spell effects of 4th level or lower function within
this space. Such spells cannot be cast within the space, nor
can their effects extend to within the space (though a tar-
geted dispel magic can suppress the effect as with any other
magic item).
pqqqqrs
86
20. GRAVEYARD (EL 9)
Even dead—or in this case, undead—mind flayers
hate humanoids.
The floor of this natural cavern is soft earth, and
spots look like they’ve been turned over recently.
Side passageways obviously have niches where
skeletons moulder.
Two spectres lurk here. They wait until characters
move into the side passages, then strike through the
walls.
Creatures: The spectres look like ghostly mind flay-
ers. Although they can no longer sup on brains, they
still go through the motions as best they can.
d Spectres (2): hp 45, 50; Monster Manual 169.
Tactics: The spectres attack from the walls if possi-
ble, where they have one-half cover and can retreat to
safety with a 5-foot step. When they make energy
drain attacks, it looks like their ghostly tentacles reach
into their opponents’ skulls. They fight until slain.
Treasure: Around the neck of one of the skeletons
is a primitive-looking necklace that is actually a neck-
lace of prayer beads (blessing, healing, karma). Another
skeleton was buried with incense of meditation. Because
the stone-walled niches are thick enough to block the
detect magic spell, characters only discover these items
with a successful Search check (DC 20) or if a spell-
caster moves within 5 feet of the bones with detect
magic active.
Caster Level: 11th; Prerequisites: Craft Wondrous Item,
globe of invulnerability; Market Price: 33,000 gp.
Stalactite of Stasis: Any creature placed fully within one of
these prison cells is immediately put into a state of sus-
pended animation (no save), slowing its life functions to
the point where they essentially halt. Once inside, the crea-
ture feels the passage of one day for every decade that actu-
ally passes, although it spends the time in a dreamless
sleep. Creatures inside the stalactite only awaken if pulled
from the cell by someone outside.
Caster Level: 11th; Prerequisites: Craft Wondrous Item,
temporal stasis; Market Price: 66,000 gp.
Tattoo of Dimensional Anchor: This cursed item, a liquid-
metal tattoo of ever-changing arcane runes, prevents bodi-
ly extradimensional travel just as the dimensional anchor
spell does (although spell resistance does not apply).
Removing a tattoo of dimensional anchor requires a remove
curse spell or the death of the wearer. If someone touches a
tattoo on a dead creature, it flows onto that creature and
attaches itself.
Caster Level: 15th; Prerequisites: Craft Wondrous Item,
dimensional anchor; Market Price: 30,000 gp.
21. ELITE ARMORY (EL 8)
The door to this room is trapped, detonating when
anyone touches it (see the Trap section below). When
the characters open the door, read the following.
This cavern is full of arming dummies scattered
randomly across a square mat in the center. Along
the walls hang a variety of exotic weapons.
There are 1d4 of every kind of exotic weapon listed
in the Player’s Handbook here (and see the Treasure sec-
tion below).
Trap: The destruction trap on the door is particularly
deadly because it resets after 1 round.
a Destruction Trap: CR 8; destruction spell from
13th-level caster; Fort save (DC 20) partial; Search (DC
32); Disable Device (DC 32).
Treasure: Among the weapons on the walls are a +1
bastard sword and a +1/+1 dire flail.
Development: No one here can use these weapons
effectively. One of the prison’s officers, a mid-level
fighter, is on leave right now.
Ad-Hoc XP Adjustment: No matter how many
times the characters set off the trap, they only get
experience for it once.
22. VERTICAL CAVERN
This area is empty, but it’s the only way to get to area 23.
A series of chimneys climbs hundreds of feet
straight up.
Development: Mind flayers can levitate as a spell-
like ability, so they don’t need ladders or stairs. They
want their slaves and visitors to be able to get to other
parts of the prison complex, but the valve control
room (area 23) is for them alone.
Figure 1: Valve Control Panel
©2002 Wizards of the Coast, Inc. Permission is granted to photocopy this handout for home game use purposes only.
23. VALVE CONTROL ROOM
This room contains a puzzle that, if solved, lets the
characters spread poison gas into many of the rooms
in the prison complex.
After a long ascent, you reach this small room with
only three salient features: a padded chair, a metal
cube rising like a desk in front of the chair, and a
small notch cut into the wall above the cube. The
MANZESSINE
cube seems to have a series of levers on the top face.
SPIRAL OF
Control Panel: Figure 1 shows what the control
panel looks like; feel free to photocopy it and show it
to the players when they reach this area. If manipu-
lated properly, anyone at the control panel can fill
many of the rooms with poison gas. But the gas is
heavier than air, so it’s a one-way trip—once gas goes
down the tube, it doesn’t come back up. It naturally
dissipates to nontoxic levels after about an hour.
The slanted line represents the pipe through which
the gas travels, and each lever is a valve. All the valves
begin in the closed position. The levers along the
slanted line swing about 120 degrees clockwise, so the
handle is parallel to the slanted line. That means the
valve is open. The levers along the vertical lines turn
90 degrees clockwise from their starting positions;
this opens the corresponding valve and closes all iris
doors to the corresponding room.
The rooms are, in order from the top: bridge of
fumes (area 1), barracks (area 4), slave quarters (area 9),
prison cell chamber (area 13), torture chamber (area
17), vivisection chamber (area 18), magic laboratory
(area 26), and shrine (area 28, and the gas eventually
dissipates into the rest of the Underdark). Clever play-
ers likely guess at least some of the locations from the
pictograms (as a telepathic race, mind flayers eschew
written Undercommon when they can).
Because all the valves are closed at the start, nothing
happens until the topmost lever is moved into the
87

MANZESSINE
SPIRAL OF
open position. Then the gas pours down to the tube,
and characters looking out the viewport see the level
of oorga gas drop immediately.
The supply of oorga gas below the bridge of fumes
isn’t unlimited. Once the characters release enough
gas to flood two rooms (or just one if it’s the prison
cells). It takes a week for the gas supply to replenish
from natural fissures in the chasm.
a Oorga Gas: Inhaled; Fortitude save (DC 18)
resists, 1d6 Con/2d6 Con.
Development: If the characters dawdle during this
adventure, it’s conceivable that Ulliphion might finish
consulting with her superiors. If she does, she comes
here, then uses her crystal ball to see where the
escapees and intruders are. Ulliphion uses the valve
controls to gas them (killing her own staff if neces-
sary), then handles any pockets of resistance person-
ally. If Ulliphion thinks the characters are about to
88
enter a room she can gas, she waits.
Ad-Hoc XP Adjustment: Characters who survive a
gassing attempt have overcome a CR 8 trap.
24. HALLWAY TRAP (EL 10)
This section of hallway has a trap activated by anyone
who tries to open the door (Ulliphion set it so she could
consult with her superiors with the sending pool.
You’re confronted with another wooden door.
Trap: Touching the door causes two poisoned
scythes to sweep from the ceiling, one right in front of
the door and another 5 feet back. It only triggers once.
a Deathblade Ceiling Scythe (2): CR 8; Atk +16
melee (2d4+8 plus poison); poison (deathblade, Forti-
tude save [DC 20] resists, 1d6 Con/2d6 Con); Search
(DC 24); Disable Device (DC 19).
25. LIBRARY
This is obviously a library. The floor is draped in
rich carpets, and shelves full of books line the walls.
About half the books here are histories of the mind
flayers and other Underdark races, one quarter are
legal tomes, and the remaining quarter are arcane
tomes (mostly academic works, but Ulliphion’s spell-
book sits inconspicuously among them).
Development: Ulliphion is actively listening from
within the sending chamber (area 27). It’s 80 feet away
and through one or two doors, depending on whether
the characters left the library door open.
26. MAGIC LABORATORY (EL 11)
Ulliphion’s workshop is now home to her manservant,
a mohrg. Sensing trouble, Ulliphion has cast back a
black curtain to reveal another surprise for intruders.
A long table covered in half-completed mystical dia-
grams, flasks, alembics, and other arcane compo-
nents dominates this room. An alcove to the east
holds a skeletal corpse with a long tongue with a
claw on the end. And a glowing symbol envelops the
chamber in will-sapping energy from the south wall.
The characters must simultaneously deal with a trap
and a monster.
Trap: The symbol of stunning is ordinarily covered
with a curtain, but Ulliphion drew it back in case any
intruders or escapees made it this far. The mohrg is
undead, so it isn’t affected by the symbol.
a Symbol of Stunning (heightened): CR 10; stuns
250 hit points of creatures; Fortitude (DC 23) negates.
 Creatures: The mohrg is Ulliphion’s personal ser-
vant. In exchange for service, Ulliphion lets it torture
and kill prisoners periodically.
d Mohrg: hp 99; Monster Manual 137.
Tactics: The mohrg gleefully coup de graces any
stunned character it can get to, and it’s smart enough
to grapple any obvious spellcasters.
Development: Ulliphion is actively listening from
within the sending chamber (area 27). It’s 80 feet away
and through one or two doors, depending on whether
the characters left the laboratory door open.
27. SENDING POOL (EL 15)
Ever since the alert, Ulliphion has been using the
magic of this room to contact her superiors and
inform them of the security breach at the prison. Soon
she heads upstairs and tries to clean up the mess.
This natural cavern has a shallow pool of water in its
center, and the pool briefly shows the reflection of a
cityscape around the rim of a volcano, then appears
as ordinary water. A red-robed mind flayer turns its
unblinking stare your way.
Creatures: Ulliphion is in charge of Manzessine
Prison.
d Ulliphion, Female Mind flayer Wiz7
(diviner): CR 15; Medium-size Aberration; 8d8+16
(mind flayer) plus 7d4+14 (Wiz); hp 78; Init +7; Spd 30
ft.; AC 16, touch 13, flat-footed 13; Atk +12 melee (1d4,
4 tentacles); SA mind blast, psionics, improved grab,
extract; SQ telepathy; SR 25; AL LE; Fort +8, Ref +7,
Will +14; Str 10, Dex 16, Con 15, Int 24, Wis 16, Cha
20.
Skills: Bluff +13, Concentration +20, Intimidate +16,
Knowledge (arcana) +17, Knowledge (geography) +14,
Listen +18, Sense Motive +14; Spellcraft +25, Spot +18.
Feats: Alertness, Combat Casting, Dodge, Great Forti-
tude, Improved Initiative, Scribe Scroll, Spell Focus
(Evocation), Weapon Finesse (tentacle).
Extract (Ex): If Ulliphion begins a turn with all
four tentacles attached, and maintains its hold, it
extracts the brain, killing the victim.
Improved Grab (Ex): Must hit Small to large crea-
ture with tentacle. If it hits, it gets a free grapple check
to establish a hold. If successful, it can attach the
remaining tentacles with another successful grapple
check. If the foe is trying to escape, the mind flayer
gets a +2 circumstance bonus for every tentacle
attached at the beginning of the turn.
Mind Blast (Sp): 60-ft. cone; Will save (DC 19) or be
stunned for 3d4 rounds.
Psionics (Sp): At will—astral projection, charm mon-
ster, detect thoughts, levitate, plane shift, suggestion.
Caster level 8th; save DC 15 + spell level.
Telepathy (Su): Ulliphion can communicate tele-
pathically with any creature within 100 ft. that has a
language.
Spells Prepared (5/7/6/5/3; base DC = 17 + spell level):
0—detect magic ×2, detect poison, mage hand, open/close;
1st—mage armor, magic missile ×4, shield, true strike;
2nd—cat’s grace, endurance, invisibility, see invisibility,
spectral hand, web; 3rd—clairaudience/clairvoyance, haste,
MANZESSINE
fireball*, lightning bolt*, vampiric touch; 4th—arcane eye,
SPIRAL OF
enervation ×2.
*Because of Spell Focus (Evocation), the base DC for
saves against these spells is 19 + spell level.
Spellbook: 0—all but daze; 1st—burning hands, detect
undead, identify, mage armor, magic missile, obscuring mist,
shield, shocking grasp, true strike; 2nd—bull’s strength, cat’s
grace, endurance, invisibility, locate object, see invisibility,
scare, spectral hand, web; 3rd—blink, clairaudience/clair-
voyance, haste, fireball, lightning bolt, stinking cloud,
tongues, vampiric touch; 4th—arcane eye, detect scrying,
enervation, ice storm.
Possessions: Crystal ball, staff of frost (9 charges), scroll
of teleport.
Tactics: Ulliphion cast the following spells as soon
as the alarm sounded: cat’s grace, endurance, and mage
armor. Given time to prepare for intruders she knows
are nearby, she casts spells in this order: arcane eye and
shield. In the first round of combat she casts haste,
then uses mind blast on as many characters as possi-
ble. In the second round, she uses enervation twice on
a character that looks like a spellcaster. Ulliphion
holds nothing back, but she plane shifts to the Astral
Plane if reduced to 10 hp or less. If she gets wounded,
she tries vampiric touch (perhaps through spectral
hand) to heal herself. And although she’s a wizard,
she’s not shy about using her mind flayer spell-like
abilities and tentacles.
28. SHRINE (EL 10)
This room is covered in low mats and throw pillows.
A rough stone altar is carved from the north wall in
the bas-relief of a mind flayer head. Abstract black
and gray tapestries, dizzying to the eye in their com-
plexity, hang from the walls.
The secret door behind the tapestry in the southeast
corner of the room is obvious from this side, but well-
concealed from the other side.
Trap: The characters can’t see it at first, but there’s a
symbol of death behind the tapestry above the altar.
a Symbol of Death (heightened): CR 10; Kills 150
hit points of creatures; Fortitude (DC 23) negates.
89
 29. WAY OUT
At this point, the characters can resume their journey
through the Underdark.
Through the secret door, the passage twists and
turns, climbing gradually for about a quarter mile.
Then it widens to a more typical Underdark high-
way-cavern.
MANZESSINE
SPIRAL OF
CONCLUSION
A squad of mind flayer commandos, including both
fighters and spellcasters, arrives at Manzessine Prison
two days after the alert and escape attempt. After
searching the prison top to bottom, they obliterate it,
but they leave a navigable passage though the ruins
(no sense in disrupting Underdark travel, after all.
Any mind flayers that escaped using plane shift
undoubtedly tell their tentacled masters about the
PCs. Powerful forces in mind flayer society are greatly
annoyed at the loss of Manzessine Prison, and they
might be angry enough to seek revenge.
Finally, some of the prisoners might successfully
escape. Albossk in particular might owe the characters
some grudging respect, and a favor if they ever meet
him again. Whether the characters are comfortable
collecting favors from brain-eating criminals is
another story. Ω
APPENDIX
The following monster from the FORGOTTEN REALMS
Campaign Setting appears in “Spiral of Manzessine.” It
is reprinted here for your convenience.
by Aaron Williams
www.nodwick.com
90
PACK LIZARD
Large Animal
Hit Dice: 8d8+40 (76 hp)
Initiative: +1
Speed: 30 ft., climb 30 ft.
AC: 15 (–1 size, +1 Dex, +5 natural)
Attacks: Bite +12 melee
Damage: Bite 2d6+10
Face/Reach: 5 ft. by 10 ft./5 ft.
Saves: Fort +11, Ref +7, Will +3
Abilities: Str 25, Dex 13, Con 21, Int 2, Wis 12, Cha 2
Skills: Climb +21, Hide +3*, Listen +4, Move Silently
+5, Spot +4
Climate/Terrain: Any underground
Organization: Solitary
Challenge Rating: 3
Treasure: None
Alignment: Always neutral
Advancement: —
Related to the giant lizards found in some surface
lands, this creature averages 15 feet long (plus tail) and
5 feet wide. The sticky pads on its feet allow it to walk
freely over most floors, walls, and ceilings in the sub-
terranean tunnels of the Underdark. Drow and other
intelligent races of the Underdark frequently use the
pack lizard as a beast of burden. A light load for one of
these creatures is 800 pounds, a medium load is 1,600
pounds, and a heavy load is 2,400 pounds. On slopes
between 45 and 90 degrees, the pack lizard can carry
up to a medium load without falling. On slopes
beyond the vertical (that is, when the lizard is upside-
down), it can carry a light load without falling.
Skills: The pack lizard receives a +4 racial bonus on
Hide and Move Silently checks. *In rocky areas or nat-
ural caverns its Hide bonus improves to +8.
MYSTERY
MAPS OF

CARTOGRAPHY BY CRAIG ZIPSE

92
MYSTERY
MAPS OF

CARTOGRAPHY BY CRAIG ZIPSE

94
58 September 2002
59
60 September 2002
61
Table Talk
Our Old Publisher on Our New Publishing Company
xactly one day before this issue went to press, Wizards of
E the Coast sold its periodicals department to a new company,
Paizo Publishing, LLC. Our former group publisher, Johnny
Wilson, is the president of the new venture, and he had the good
taste to hire the entire department, for which we are all grateful.
Johnny has a few words he’d like to share regarding what the
change means for this magazine. Go read his thoughts over on
the DUNGEON side, and come back here when you’re ready for
more Johnny. He’ll be waiting for you, smiling like a devlish
teenager who finally got the keys to dad’s good car.—Erik
n words associated with the late Douglas Adams, “Don’t
I Panic!” This issue may have a smaller page count than usual
and, yes, a higher price than usual, but that’s not the plan
going forward. So, get out your babelfish and get ready to
translate the publisherese. I’ve already explained the rationale for
the price increase on the DUNGEON side of this magazine. Now,
I’m going to give you my pledge. Going forward, we’re going to
do our best to provide a d20 Mini-Game, a premium (like mon-
ster/Mini-Game tokens), and as many pages as we can reason-
ably print without losing money.
As the president of Paizo Publishing, LLC, I’m proud to be
publishing POLYHEDRON as part of DUNGEON (officially known as
DUNGEON ADVENTURES™) magazine. The issue you are currently
holding is a strange hybrid. The editorial work was performed
prior to the Paizo obtaining the license to publish DUNGEON, but
Paizo paid for the art, manuscripts, printing, and shipping. As we
were going to press, several advertisers had heard the rumors
of the transition to the new company and, as is often the case,
dropped their ads at the last moment. So, we have the unfortu-
nate challenge of presenting an issue with a thinner spine that
Bolt and Quiver
costs more than the previous issue. The good news is that the
number of pages we’ve dropped were all scheduled to be ads, so
readers didn’t lose any content in the change.
Meanwhile, I’m happy to announce that everyone working on
this magazine (and the other magazines we publish) has accepted
a position with Paizo Publishing, LLC. This is expressly good
because everyone who does advertising, art, circulation and, of
course, editorial for DUNGEON/POLYHEDRON plays in at least one
roleplaying campaign. Many of us run at least one campaign. We
love working on these magazines because it allows us to share
our enthusiasm with others. We pledge to make them even bet-
ter. Stick with us and, once again remembering Douglas Adams’s
magnum opus, you’ll never be caught without a towel.
Of course, this issue’s theme would not meet the classification
given to earth in that marvelous series of books. The
Hitchhiker’s Guide to the Galaxy classified earth as “Mostly
Harmless.” Omega World, our tribute to the classic GAMMA
WORLD, is anything BUT harmless. No offense to purist D&D
players who buy the magazine solely for the DUNGEON side, but I
personally believe that Omega World alone is worth the higher
price of this issue.
Of course, I’m biased. The ultimate fate of these Mini-Games
is entirely up to you.
Johnny Wilson
President, Paizo Publishing
by Stan!
3
First Watch
News from the Top
RPGA Membership Fees Dropped
In our bid to continue to offer better games for more
members, the RPGA has dropped ALL membership fees
as of the time you read this. For those of you now leap-
ing around looking for the telephone number of HQ as
you just paid us renewal money, I ask you to first please
read on, as I suspect you’ll like what I have to say.
To address and thank those members who have
joined, renewed, or who have multi-year memberships,
we are working with Chessex, a leading manufaturer of
gaming aids and accessories, to develop an RPGA
Network member-exclusive vinyl Battlemat that will be
sent free of charge to all RPGA Network members who
joined prior to July 1, 2002.
Measuring 23 1/2 in. by 26 in., the new RPGA
Battlemats feature a one-inch square grid suitable for
Dungeons & Dragons miniature play. The Battlemats will
be available for collection at both the US and UK Gen
Cons. Thereafter, we will mail all remaining qualifying
members their Battlemats at absolutely no charge.
Is that the only good news? Not hardly.
I promised in POLYHEDRON #151 that I would release
additional information regarding our brand-new DM
Training program as that program was developed. I’m
pleased to inform you that stage one of that program
will be live by the time you read this. I’d like to offer a
huge thanks to all those who have contributed to setting
up this important initiative in such a short period of
time.
The entry level in the new DM program is known as
Herald level. To qualify as a Herald level DM, new mem-
bers must pass a simple test of basic table managment
skills administered via the rpga.com website.
Bolt and Quiver
4 September 2002
This and future tests for higher judge levels have
been designed to help DMs deal with situations that
occasionally arise during Network-sanctioned games
(what to do when a player cheats, when a die rolls off
the table, or even when a player falls asleep!). The
entry-level Herald test is available now. New members
must take the test to qualify to order RPGA scenarios,
including Living Greyhawk adventures.
Current members in good standing retain their exist-
ing judge ranking (and the ability to order scenarios).
Once we’ve rolled out the complete program, higher
level judges may have to sustain their current ranking
through participation and/or additional tests, but that’s a
ways off.
Members who joined prior to July 1st, 2002 but who
do not have an existing judge rating may continue to
order scenarios as normal. Once the full program is in
swing, such members will be required to maintain a DM
rank at the minimum level to retain that ability, however.
We’re initiating this new program because we feel it
will improve the play experience of all RPGA members
by giving Network DMs a common set of “best prac-
tices.” In doing so, we hope to create a corps of superb
Dungeon Masters. Give it a little time, and we’re certain
you’ll agree.
For now, may the goddess Tymora shine upon d20s
everywhere.
Ian Richards
Worldwide RPGA Director
ianr@wizards.com
by Stan!
First Watch
Previews, notes & news on the world of d20 gaming
Agents of PSI
In October, Wizards of the Coast will
release d20 Modern, a 320-page hard-
cover rulebook that covers everything
you need to run campaigns based in the
modern era. The game is set to include
four “campaign models” that provide rules
and backgrounds for distinct flavors of
modern gaming.
In POLYHEDRON #150, we showed you
Shadow Chasers, in which young heroes
struggle against vampires, demons, and
worse before the backdrop of an incredu-
lous world. Last issue, we revealed
Genetech, which offers players the chance
to play government-sponsored operatives
infused with animal DNA.
Conceived by industry veteran Jeff
Grubb, Agents of PSI also involves shady
government conspiracies and even
shadier psychic operatives. Tune in in two
months for a preview of the final cam-
paign model, Urban Arcana.
When the going gets weird,
The weird turn pro.
—Hunter S. Thompson
The Agents of PSI campaign model adds
some parahuman mental abilities to the
cinematic spy genre. Its tone is action-
packed, conspiracy based, and larger-
than-life. Conflicts are hidden in the
shadows between power groups seeking
to control (or destroy) reality as we know
it. The heroes are dedicated agents fight-
ing the good fight, preserving the world
that we know and love. They move behind
the curtains of reality and in the corridors
of power, and stop potential disasters
before the public knows anything
is wrong.
The Role of the Heroes
The heroes in an Agents of PSI campaign
are agents of the government with a
secret mission, powers beyond those of
normal humans, and a hidden agenda.
They have the potential to be (though are
not required to be) individuals with psionic
abilities that give them an extra edge.
The heroes are larger than life, but
ered urban legend. Others note that late
summer of 1987 was the Harmonic
Convergence, a celestial event during
which the majority of the planets lined up
on one side of the sun, and that this event
created psychic ripples that affected the
world at large.
The increased government involve-
ment in psionic research has also revealed
other, older players on the field, ranging
from business interests to cults to secret
societies. They have their own agents and
their own agendas, agendas not as benign
as those of the Department of Paranormal
Science and Investigation. Your role, as an
Agent of PSI, is to stop them.
exist in a relatively real world. James
Bond would fit into an Agents of PSI cam-
paign, and so would Sydney Bristow (aka
Alias), Napoleon Solo, James West, Emma
Peel, Scully and Mulder, and about half
the casts of shows on the Sci-Fi Channel.
Background
There have always been humans with a lit-
tle bit of extra power—prophets, sages,
legendary warriors, and charismatic lead-
ers who have had an “extra” ability. Only
in the last hundred years have these abili-
ties been studied fully (if secretly) and
more importantly, only in the past fifty
years have those with psionic abilities
been recruited, trained, and organized.
A hundred years ago, organizations
such as the Theosophy Society explored
the paranormal, explaining things in their
own (Victorian) terms. During WWII, the
Third Reich showed some success in
harnessing paranormal talents. In the
years of the Cold War, the rivalry
between the superpowers encouraged
governments to leave no opportunity for
dominance unexplored, and the practice
of identifying and recruiting paranormal
talents began in earnest.
There has been an upswing in para-
Leanne Buckley
normal activity and parahuman espionage
since 1987. Some claim that surge results
from proper funding and a greater num-
ber of agents assigned to exposing
activity that had previously been consid-
5
First Watch
RPGA Fun at the Gen Con Game Fair
Party with the RPGA during Gen Con’s Last Year in Milwaukee
By Robert Wiese
In this, the last year that the Gen Con
Game Fair will be held in Milwaukee,
the RPGA Network is coming on as
strong as ever. We know a lot of our
members will be packing the
Safehouse every night for one last
drink (or 10 or 20), but we’ll be holding
the best games at the Game Fair in the
Arena throughout the convention for
the rest of you. Our space may be a
little limited, as renovation is taking
place on the Annex building that we
connect to, but the Arena will be filled
with gamers having a great time.
You might think we’d be happy just
to do what we have always done this
last year in Milwaukee, but not us! We
are introducing some new changes
that we hope will make the games
better and more fun for you. The first
of these is that we have lengthened
the game time to five hours from
four. Most of our members play in
our Living campaign games, and these
tend to run short of time with only
four hours to play. To make the
games more relaxed, we are allowing
you five hours to play your game this
year. If you finish early, go grab
some food or stroll the first few
booths of the Exhibit Hall (don’t try to
get too far into the Exhibit Hall unless
you have at least an hour until your
next game). Our games start at 8 am,
2 pm, and 7 pm every day (only 8 am
on Sunday), with a scheduled break
for lunch between 1 and 2 pm.
Second, we have simplified our
scoring system. In the past, all the
Nonstop RPGA gaming at the Gen Con Game Fair.
6 September 2002
players have voted for the best
player at each table, a process that
takes extra time and turns a lot of
people off. This year, we have
reduced the paperwork to a simpler
“Judge Vote” system in which the
players rate the judge, and the judge
ranks the players. Less time with
scoring means more time having fun
or getting food.
So what is a Living campaign any-
way? What kinds of games are we
running? I’m glad you asked. The
RPGA presents two “styles” of role-
playing games at the show: those with
characters provided, called Classics,
and those for which you bring your
own character, called Living cam-
paigns. Living campaigns are
extremely popular, and we have a
great many to choose from. Our
biggest is Living Greyhawk, a world-
wide campaign set in the oldest D&D
setting, the same one that Gary
Gygax and his friends used. Players
play in a region that corresponds to
where they live at home.
Following that in size, but equal in
popularity, is Living City, a campaign
set in the FORGOTTEN REALMS that has
been running for 15 years. You can
also play a Jedi knight in Living Force,
a Gothic adventurer in Living Death,
a tribal humanoid in Living Jungle, a
samurai in Living Rokugan, a shad-
owrunner in a near future setting in
Virtual Seattle, or a fantastic adven-
turer in Living Arcanis or Living
Dragonstar. You can even try play-
ing a warped cowboy in Living
Deadlands, a new campaign now in
the review process.
Most Living campaigns use D&D
or d20 rules, but Living Rokugan is
based in the Legend of the Five Rings
Roleplaying Game and Virtual
Seattle in the Shadowrun 3rd Edition
Roleplaying Game. Visit the RPGA’s
website at www.rpga.com for links to
the official websites for these cam-
paigns. We also have a character
center at the convention to help you
create characters for whichever
game suits your fancy.
Another innovation at this year’s
Gen Con is the launch of our Realms
Cycle, a one-year Living campaign
based around the City of the Spider
Queen super-adventure on sale in
September. With the RPGA, you can
create a character for this huge quest,
play it at home in the main adventure,
and play it in supplemental adventures
at RPGA-sponsored conventions
throughout the year. The adventure
starts this year at Gen Con with our
Realms Cycle Members-Only Preview
Event, and the whole thing culminates
epically at next year’s Gen Con.
RPGA members, and that means
you, should plan to attend the
Members Meeting Wednesday night
before the show, at 7 pm. The exact
location will be posted to the RPGA’s
website, and we’ll have signs up at
the Arena to direct you to the right
place. At the meeting the RPGA staff
will tell you what’s ahead for the
Network, and what’s changed now,
and give you a chance to ask ques-
tions and air your views. Plan also to
attend the Awards Ceremony at 2 pm,
location to be announced during the
show. See who wins our big prizes,
and catch any last announcements
from the staff.
Big prizes? You bet we have big
prizes. We always do, so why stop
now? Our big prizes are for our
Pinnacle events, which are combina-
tions of our scheduled games. Play in
several RPGA events for chances to
win these awards.

D&D Open Championship
The D&D Open is the biggest and
longest-running D&D tournament
ever. Teams of eight players
advance through elimination rounds
so that the best ten teams reach the
finals. The winning team receives a
year’s supply of Wizards of the
Coast roleplaying products, and the
second place team wins free product
for six months. The D&D Open tests
your team cooperation, problem
solving skills, tactical thinking, and
roleplaying abilities. Bring your
friends and sign up together, or join
a team when you get there. Either
way, fame and fortune are waiting
for you!
The best Dungeon Master of the
D&D Open tournament will be
honored, as well.
North American Championship
Players of RPGA Classic tournaments
have been qualifying all year long for
the North American Roleplaying
Championship, the pinnacle of com-
petitive roleplaying on this continent.
In these Classic tournaments, players
voted for the best player, and a win-
ner for the game was declared. The
top players, as expressed by their
win percentages (number of wins vs.
number of games played) were invited
to participate in this championship.
The championship consists of all
rounds of Classic tournaments at the
convention, with the exception of
the D&D Open and the NASCRAG
tournaments. Thus, the competition
includes 11 events, and the partici-
pants only have to play five events.
The player with the top average wins
all the glory, including a trophy and a
year’s supply of Wizards of the Coast
roleplaying products!
If you were not part of the champi-
onship, but want to see how you would
have fared, play at least five Classic
event rounds (the D&D Feature
counts as two rounds) of RPGA events
and we’ll tally your average and post
it. The best-scoring player who is not
part of the championship will receive
honorable mention at the Awards
Ceremony and here in POLYHEDRON,
and something nice to take home from
behind curtain number three.
We also will be honoring the best
game master among those who run at
First Watch
least five
Classic tourna-
ments at the
convention.
Living
Greyhawk
Heraldic
Shields
Living
Greyhawk
players are in
for a treat! We
have three
brand-new
Living
Greyhawk
adventures at
the show,
which will be RPGA HQ staffers Tom Ko and Stephen Radney-MacFarland model the latest in
sure to test convention prize fashion.
your charac-
ter’s wits, combat ability, and surviv-
ability. The top four players who play
all three events, as measured by
average score, get a special prize: a
shield emblazoned with the heraldry
of a nation in the Greyhawk cam-
paign. These are nice decorative
shields, full size but without the straps Con; just stop by our HQ in the
required actually to use them. Trust
me, you want one of these. The top
Dungeon Master who runs at least
four Living Greyhawk games also gets
to choose a shield!
Living Force
Han Solo Blasters
Think the shields are cool? How about
a replica of Han Solo’s blaster from
Star Wars? The Living Force campaign
presents the Below the Belt trilogy,
where your Jedi or smuggler or
Wookiee pilot can get into more
trouble than you can find at Jabba’s
palace! Play all three adventures in the
trilogy, and you become eligible for
one of four of these cool replicas. The
best Living Force game masters gets
one too! For this event, rounds of the
Below the Belt trilogy played at the
Origins Game Expo count as well.
Game masters have to run three
rounds of Below the Belt events at
Gen Con to get into the running.
Get Yourself There!
How can I get in on all this action? I
know that’s what you’re asking your-
self. Well, first of all, plan to go to the you at the show!
Safehouse only once during the con-
vention (plus Wednesday after the
Members Meeting), as you’ll need the
rest of the nights for your games.
Second, become an RPGA member.
Membership is free, and we’ll make
you a member on the spot at Gen
Arena, second level (there’ll be signs
directing you). If you’re an existing
member who paid, you should visit
our “Membership Buy-back” booth,
where a friendly person will give you
a great gift for your previous dedica-
tion. (See this month’s News from the
Top for more information.)
Once you’re a member, just take
your membership number and your
event tickets (buy them at the show)
and go to the marshal area for your
game. The marshal areas are listed on
our big schedule signs. A friendly
marshal will send you off to a table
with some other players. If you want,
you can form your own groups in the
marshal area and sit together as a
group. We recommend that you buy
event tickets if they are available, as
people with generic tickets (used for
extra available spaces) are sent to
games last.
For more information on the RPGA
events at the show, please visit the
RPGA’s website (again, that’s
www.rpga.com); we have a complete
schedule and set of descriptions
posted. We look forward to seeing
7
First Watch
Release Roundup
With the mad glory of Gen Con
product releases behind them,
many d20 System publishers are
playing it safe in September and
October. Here are some of the
most promising products due to
release in the sedate early Autumn
months.
Alderac Entertainment
Group
Fans of AEG’s massively popular
Spycraft modern era espionage RPG
have a lot to look forward to in
August with the release of the
Soldier/Wheelman Class Guide, which
in addition to containing class options
and new rules for soldiers and wheel-
men also includes a comprehensive
guide to vehicles and vehicle weapons.
All those headlight-concealed
rocket launchers and ejection seats
will come in handy in October, when
AEG releases Shadowforce Archer
Threat Book: The Hand of Glory, a
sourcebook detailing an insidious evil
organization with ties to black magic,
Nazi Germany, and a living god.
Avalanche Press
At the dawn of the Thirteenth
Century, lots of white people
decided to kick the butts of lots of
non-white people for no particu-
larly good reason.
In Reconquista: The Battle for
Medieval Iberia, you get to pick
whichever side suits your fancy.
Lots of death and religious dogma
Bolt and Quiver
8 September 2002
on either side, which is always
good for a few laughs. 64 pages of
history, feats, prestige classes,
assorted magic items, and an
adventure, all for $16.95.
Bastion Press
In September, Jim Butler’s Bastion
Press dives into the fantasy cam-
paign setting pool with Oathbound:
Domains of the Forge, a 352-page
full-color hardcover world book.
The setting focuses on the Forge, a
planar prison for a long-forgotten
god. Former servitors of that god
summon the “greatest of the grand”
to the Forge for inscrutable pur-
poses that usually involve explo-
ration, combat, and magic.
Presumably, that’s where the play-
ers come in.
Fantasy Flight Games
In October, Fantasy Flight releases
the Monster’s Handbook, eighth in
their popular Legends & Lore
series. Monster’s Handbook equips
DMs with all they need to cus-
tomize their favorite d20 System
beasties with new prestige classes,
feats, and templates as well as tips
on combining monsters to make for
more deadly encounters. The 176-
page Monster’s Handbook retails for
$24.95.
Fiery Dragon Productions
Last year gave us so many adven-
tures that most publishers now
choose to stay away from them,
sticking instead to sourcebooks or
campaign settings. Fiery Dragon
has consistently produced exem-
plary adventures, so it’s nice to see
that September sees the release of
Gates of Oblivion, a new 32-page
fantasy scenario.
Written by Jason Kempton and
illustrated by Kieran Yanner, Gates
of Oblivion sends your heroes to a
treacherous prison world filled with
hostile outsiders and savages. If
they’re lucky, they’ll find the king’s
missing son. If they’re unlucky,
well, imagine Oz’s Tobias Beecher in
a prison filled with monsters and
sadistic spellcasters. . . .
Goodman Games
Those gamers who don’t have
legions of once-beloved plastic
dinosaurs rotting away in junkdraw-
ers and musty garages have them
sitting on their computer monitors.
Make no mistake about it, gamers
love them some dinosaurs.
Some also love cowboys, science
fiction, and the American Civil War.
Mix up all three and you have
Broncosaurus Rex, by far the most
original campaign setting yet to
grace the d20 System (and with a
list of ingredients like that, it’s
unlikely they’ll see many chal-
lengers any time soon).
In October, Goodman goes for
the easy slam dunk with the
Complete Guide to T-Rex, a book
by Stan!

you’ve most likely wanted since you
were five. DMs get all sorts of
information on T-Rex dynasties of
the ancient world, the massive
Tyrant Kings, T-Rex psionic abilities
(which you probably didn’t know
about back in the sandbox), and
tips on T-Rex tactics. Players get
special feats and rules on playing
Tyrannosaurus Rex adventurers.
Tyrannosaurus adventurers.
Sort of makes a half-orc barbarian
look like a garden gnome, eh?
Eleven bucks gets you 32 pages of
prehistoric fun.
Green Ronin Publishing
In October, Green Ronin Publishing
hopes to clobber the growing num-
ber of d20 superhero games with
their own entry into the genre,
Steve Kenson’s Mutants &
Masterminds, a 192-page full-cover
hardcover rulebook featuring more
than 100 powers, scores of new
feats, and a complete adventure to
propel players right into the fray.
Lavishly illustrated by comic indus-
try professionals, Mutants &
Masterminds retails for $32.95.
Guardians of Order
Competition in the superhero field
is so fierce and developments
emerge so quickly that last month
we neglected to mention another
major player in that field,
Guardians of Order, the creators of
the popular Tri-Stat system that
powers the anime-inspired Big Eyes,
Small Mouth RPG.
Bolt and Quiver
First Watch
In August, Guardians enters the
d20 world with Silver Age Sentinels:
d20 Edition, a ‘port of the Tri-Stat
SAS game released in July. Priced
at $39.95, the 336-page black and
white softcover promises to evoke
the themes of Silver Age comic
books, so look for lots of heroism,
teamwork, and epic struggles of
good against evil.
Malhavoc Press
Dungeon Master’s Guide author
Monte Cook has invited his friend
Sean K. Reynolds (GREYHAWK,
FORGOTTEN REALMS) to publish origi-
nal online PDF products through
the Malhavoc website (www.monte-
cook.com).
Reynolds’s first offerings,
Skreyn’s Register: The Bonds of
Magic appears as Cabal (October)
and The Faithful, will eventually be
published as a print product by
Sword & Sorcery Studios in
December. Combined, the product
features 50 pregenerated wizards,
sorcerers, bards, rangers, clerics,
druids, rangers, and paladins, each
with full statistics, an illustration,
and a unique spell, magic item, or
feat. Prices were unavailable at
press time but should be online by
the time you read this.
Mongoose Publishing
In October and September,
Mongoose Publishing will put out as
many products as most of the com-
panies mentioned in the Release
Roundup combined. Highlights
include The Quintessential Witch, The
Quintessential Psychic Warrior, The
Slayer’s Guide to Duergar (!), and an
Encyclopedia Arcane supplement
entitled Star Magic: Wisdom of the
Magi, as well as several supple-
ments for their Judge Dredd and
Slaine 2000 AD licensed d20 RPGs.
Necromancer Games
October’s release of W.D.B.
Kenower’s The Vault of Larin Karr
signals a change in Necromancer’s
adventure publishing strategy. The
96-page accessory is more than
just a huge adventure, it’s what
publisher Clark Peterson calls a
“mini-campaign.” The book details a
valley, three villages therein, and a
massive Underdark chamber remi-
niscent of the legendary Vault of
the Drow. The adventure takes PCs
from 4th to 9th level, and retails
for $14.95.
Paradigm Concepts
In September, Paradigm Concepts
(sponsor of the RPGA’s LIVING
ARCANIS campaign) releases the first
in its OGL Interlink series (in associ-
ation with Green Ronin Publishing).
The Lords of the Peaks: An Essential
Guide to Giants, compliments Green
Ronin’s Hammer & Helm: A
Guidebook to Dwarves, which hit
stores in July. Lords of the Peaks
features treatments of the various
giant subraces as well as the usual
assembly of feats, spells, and pres-
tige classes. It retails for $18.99.
by Stan!
9
First Watch
Company Profile: Necromancer Games
Though Green Ronin and Atlas had
the first in-print d20 System prod-
ucts at Gen Con 2000, Necromancer
Games president Clark Peterson likes
to brag that his company was the first
to release a product in any form,
pointing to The Wizard’s Amulet, a
free PDF download that debuted on
Necromancer’s site at Midnight on the
first morning that the d20 System
went live.
Since that historic moment,
Peterson has been a key player in
the d20 System industry, teaming
with White Wolf to become the first
partner in the now apparently
unstoppable Sword & Sorcery
Studios imprint (which also includes
Monte Cook’s Malhavoc Press and
White Wolf’s own Scarred Lands
campaign setting).
One reason Necromancer was able
to carve out such a strong niche for
itself has been a dedication to the
simple motto of “Third Edition rules,
First Edition feel.”
To back that up, Peterson has
recruited D&D pioneers Gary Gygax
and Rob Kuntz. He’s licensed the pop-
ular Grimtooth’s Traps series formerly
published by Flying Buffalo. As this
issue of Polyhedron went to press,
Necromancer announced that they
have acquired an expansive license to
produce Third Edition revisions and
new material for virtually the entire
fantasy catalogue of Judges Guild, an
independent publisher that was making
third-party D&D products more than
20 years before the birth of the d20
System License.
Understandably, Clark Peterson has
a lot to say.
10 September 2002
POLY: What do you mean, specifi-
cally, by “First Edition feel?”
PETERSON: “First Edition feel”
doesn’t mean the First Edition rules, it
means a way of playing Dungeons &
Dragons. It refers more to the
sources and the inspirations for the
game. I’ve answered that question
before, and I answered by giving a
list of things that to me epitomize
“First Edition feel”: it’s the cover of
the old DMG with the City of Brass
and the efreet; it’s Judges Guild; it’s
Type IV demons, not Tanar’ri and
Baatezu; it’s the Vault of the Drow,
not Drizzt Do’Urden; the Tomb of
Horrors, not the Ruins of Myth
Drannor; it’s orcs, not ogrillons; it’s
mind flayers, not Ilithids; it’s Tolkien,
Moorcock, Howard, and Lieber, not
Eddings, Hickman, Jordan, and
Salavatore; it is definitely Orcus and
the demon-princes, and it is artifacts
and relics from the old DMG (with all
the cool descriptions). Most of all,
perhaps, is that it’s the concept of
truly heroic and epic roleplaying and
the idea of telling a story first and
worrying about rules second.
POLY: In what ways do the d20
System rules work against the
concept of “First Edition feel,” and
how have you managed to work
against (or with) that?
PETERSON: That’s a great question.
To me, First Edition feel is all about
flexibility and storytelling over game
mechanics. I hate rules lawyering. So
the fact that 3E has a rule for every-
thing is a burden. I prefer the days
when I just said, “roll a six sided die.”
Now there is a mechanic. And now
that the monsters have become so
common and well-described, people
get upset if they are different. I hate
that. The monsters in my campaign
are unique, for the most part.
Here’s a favorite gripe: “Iron
golems don’t use swords, they have
slam attacks!” A player actually said
that when one of my iron golems
swung its magical greatsword at him.
Too often the mechanics and the
game conventions control the story
you tell. That is bad. That is not “First
Edition feel,” to me. In my opinion, the
story controls the mechanic.
Guess what? If I want the iron
golem to have a sword, he has a
sword. And I’m certainly not going to
be bound by what the MM says is the
advancement for the monster. I will
make them how I want. Third Edition,
with all its rules, can constrain a DM
if they let it.
Another thing that is an example
of rules dictating play is all the move-
ment detail in combat. That threatens
to make D&D a board game. Anyone
who played in any of my demos at
Gen Con knows that the first thing I
do (after I explain a house rule called
“the death penalty”) is to explain that
the grid on the Battlemat is for refer-
ence and to measure distance. I don’t
want people moving on the mat like a
chessboard. This is roleplaying, not
Monopoly. Don’t hop your minis
across the Battlemat like you’re play-
ing checkers.
That isn’t to say I don’t love Third
Edition—I do. I actually like the d20
mechanic. I just try to remind people
not to let the rules run story, but
rather to let the story run the rules.
That is “First Edition,” to me. Hopefully
our adventures bring back some of
that creativity and uniqueness.
POLY: What can we expect from
Necromancer and Rob Kuntz and
Gary Gygax? Why did you gravitate
toward these creators?
PETERSON: We are very excited
about doing Gygax’s Necropolis. That
thing is an unbelievable adventure
(over 150 pages), plus a ton of addi-
tional campaign material. Obviously,
we are also doing Rob’s Maze series.
With our focus being on “First
Edition feel,” we tried to reach out to
some of the original creators. I have
always really wanted to bring the City
of Brass to life ever since I saw that
old DMG cover. That’s what led me to
Rob. He was very interested in doing
Brass and redoing Maze for Third
Edition [the original four modules were
published as unofficial First Edition
adventures by Rob’s Creations
Unlimited in the 1980s—Ed.].

Necropolis, which originally appeared as a
Dangerous Journeys adventure, makes its d20
debut at Gen Con.
As for Gary, Tomb of Horrors
has long been my partner Bill Webb’s
favorite module. I am a huge fan of
the Against the Giants and Descent
into the Depths of the Earth series,
as well as The Lost Caverns of
Tsojcanth. So getting Necropolis—
which Bill describes as “Tomb of
Horrors on crack”—was great for us.
POLY: Are there any other “great
old ones” you’d like to be working
with?
PETERSON: My dream would be to
do a Gary Gygax project with Dave
Trampier doing all the art. There is
no artist that better captures what I
consider to be that original “First
Edition feel.” Crack open the old
Monster Manual and check out the
minotaur. Better yet, get an old
DMG and find the picture of Emirikol
the Chaotic in the back. Truly awe-
some! I would love to have a
Necromancer product with Trampier
art. I’ve tried to contact him, but I
guess he is completely in isolation
these days and wants nothing to do
with gaming. Mr. Trampier, if you
are reading this, please contact me!
POLY: Why Grimtooth?
PETERSON: I always loved the
lighthearted humor of the original
Grimtooth’s Traps series. It was fun
evil. It let you be deadly with a
smile on your face. I like that con-
First Watch
cept. I guess that’s why we have a and our upcoming products like
demon prince as our corporate Vault of Larin Karr, Bard’s Gate,
mascot. Sometimes roleplaying can Grey Citadel, Chaos Rising and the
get a little serious and stuffy, like all other 20 or so products we have in
the “pure roleplayers” who would production. All those are entirely
never be caught dead actually hav- new content.
ing a good melee weapon, but have But to answer your question:
maxed-out Diplomacy and Craft No, I don’t really worry about that.
skills. Sometimes we have to Bringing back the classics is one of
remember this is all a game and it the pigeon holes I want to be in. I
was meant to be fun. Grimtooth, if think of us—and I believe our fans
nothing else, is certainly fun. think of us—as a company that has
Besides, I remember flipping been lucky enough to get the rights
through those books in the store to some really great products.
when I was a kid saying “I gotta Products that Bill and I loved years
have this, this is great!” ago and still use today. Products we
are excited to bring to a new gener-
POLY: With the revisions of Maze of ation of gamers. If we
Zayene, Necropolis, and now the are known for that, I
Wurst of Grimtooth’s Traps, are you say “great!”
at all concerned about being pigeon-
holed as a “revision” company?
PETERSON: Not really. Restoring the
First Edition feel to the game
requires a link to the past. So we
brought back Rob Kuntz with his
Maze series, the master himself,
Gary Gygax, with Necropolis, and
we’re restoring the lost First
Edition monsters with the Tome
of Horrors. I guess I look at it
more as filling a hole in the
current edition of the game.
The main problem I would
have with being thought of as a
“revisions” company is that I don’t
like the word “revisions.” That
makes it sound like we don’t put
any work into the products, which
certainly isn’t true. We don’t just
take the old products and
slap a d20 appendix in
them with conversions to
the new rules. We take the
time to revisit and change
them and to add new, fresh
content.
Besides, while it is true we
have a few high profile prod-
ucts that are “revisions,”
the vast majority of our
products are new
adventures made for
the Third Edition rules:
Crucible of Freya,
Rappan Athuk, Tomb
of Abysthor, What
Evil Lurks, Durgam’s
Folly, Demons and Devils,
11
First Watch
Stop that Monkey!
Orangutan Characters in Thunderball Rally
by Rich Redman
Ma Boggs: “What are ya gonna do with
the baboon?”
Philo Beddoe: “Orangutan, Ma, Clyde’s
an orangutan.”
Ma Boggs: “What’s the difference?”
Philo: “Twelve ribs, just like you and me.”
—Every Which Way But Loose
You’ve seen Every Which Way But
Loose, Any Which Way You Can, and
even Cannonball Run II. You saw the
movie poster featured in last issue’s
Thunderball Rally Mini-Game, and you
want to play an orangutan. We don’t
blame you. We do, too.
Orangutan characters use most of
the same rules as other racers, and the
other rules presented here create the
kinds of super-clever apes you expect
to see in Thunderball Rally.
Orangutan Abilities
Roll your ability scores normally, then
apply the following modifiers:
+4 Strength, +4 Dexterity,
+2 Constitution, -6 Intelligence,
+2 Wisdom, and –4 Charisma. In addi-
tion, orangutans have low-light vision
and scent (See the Player’s Handbook
and Monster Manual, respectively).
Intelligence
Orangutan characters do not need to be
taught tricks. They are as smart as their
Intelligence score indicates. A GM may
insist on an Intelligence check to figure
out something the orangutan racer has
never seen before, but they’re more like
characters and less like animals.
Language
When you play an orangutan, feel free
to communicate through exaggerated
facial expressions, gestures, and ape
noises. These do not translate well over
CB radios, of course, so orangutans
cannot use any class abilities dependent
on radios.
Orangutans start the game speaking
and reading no languages, but they can
understand simple, spoken English. They
may spend 2 skill points to gain fluency
in a sign language, and can then com-
municate through signing. They cannot
read. A GM may insist on an Intelligence
check if another racer tries to commu-
12 September 2002
nicate something complicated or is ECL 5, so to gain another class level
abstract to an orangutan. they need 15,000 experience points, just
like any other 5th-level character.
Combat Orangutan racers start with no feats,
Orangutans have a +3 Base Attack and do not gain any until they gain 2
Bonus before adding any class levels. class levels, when they are ECL 6.
Orangutans have sharp fingernails they Orangutan racers do not gain an abil-
can use as claws, and powerful bites. An ity score increase until they gain 4 class
orangutan can make either a claw or levels, when they are ECL 8.
bite melee attack using its full melee Hit Points: Orangutans start out with
attack bonus. If it can make a full attack 4d8 hit points. They apply any
action, it can attack with both a claw Constitution bonus to each Hit Die.
and a bite, but the bite attack is at –5. Action Points: Orangutans gain action
Orangutan claws and bites both do points for their class levels, but do not
1d6 points of damage, plus Strength start with any for being orangutans.
bonus. If an orangutan attacks with Class Skills: Climb, Listen, and Spot
only its claws, it adds one and a half are always class skills for orangutans.
times its Strength bonus to the damage Orangutans can never take ranks in Craft,
of any successful hits. Demolitions, Disable Device, or Repair.
GMs should carefully review any ranks in
Wealth Profession taken by orangutan racers.
Orangutans never accumulate wealth. Skill points in Thunderball Rally
They’re completely dependent on other assume human racers. Orangutan Aces
racers for food, shelter, care, and a and Bodyguards get 4 + Int. modifier
vehicle. Of course, you don’t want to skill points per level.
ride across the United States with a few Classes: Orangutans never have
hundred pounds of primate pissed off levels in Navigator. They may have
because you drank the last beer… levels in either Ace or Bodyguard.
They never suffer experience point
Classes penalties for multiclassing.
Orangutans use most of the
Thunderball Rally rules for
character classes, with the
following changes:
Level Adjustment:
Orangutans have a +0 level
adjustment. That means that
their Effective Character
Level is 4th (since they start
with 4 Hit Dice). For more on
level adjustments and ECLs,
see the Dungeon Master’s
Guide. A starting ECL of 4
also means that:
Orangutans do not multiply
the skill points they gain from
their first class level by 4. All
orangutan racers have 5 ranks
in Climb, 5 ranks in Listen, and
5 ranks in Spot before gaining
a class level.
An orangutan racer uses
Table 1-1: Experience and Level-
Tom Fowler
Dependent Benefits differently
than other racers. With one
class level, an orangutan racer
 i Chapter 5
champaigns
EVEN THOUGH IT’S A SERIES OF DANGEROUS ENCOUNTERS AND
PUNISHING BATTLES, AN OMEGA WORLD CAMPAIGN IS ALSO A STORY.
Campaign Format
Decide the format for your campaign. That’s different from,
but related to, the themes of the campaign (see Campaign
Themes, below).
DEFAULT CAMPAIGN
The easy thing to do is to invent some backstory that puts
the explorers forging through the wastelands to an unknown
land beyond. They might be scouting the unknown, fleeing
deathbots that nuked their home, searching for a legendary
land of peace and prosperity, or evading a savage tribe.
Once through the wastelands, the characters are on their
own, exploring the new land they’ve come to, fighting ene-
mies, discovering treasures, and making contact with new
communities.
With no home base to which to return, the explorers need
to find safe places to rest or join a promising group that
they encounter.
The landscape is not identifiable as any particular part of
our earth. The geography is too jumbled for the players to
recognize, and the flora and fauna are too unlikely. It’s a
mostly temperate area with a strange array of plants and ani-
mals. Some areas are sterile, others choked with mutated life.
HOME BASE
For a campaign more like the standard D&D campaign, the
explorers can be “adventurers” based in a settlement. The
explorers are members of a stable village of hundreds of
people, with trade contacts to other communities. They have
families, old friends, and rivals. They may be part of, distant
from, or opposed to the village’s political and religious insti-
tutions. As strong and daring members of the community,
they are asked to serve as trouble-shooters. They scout
nearby lands, fight off bandits, spy on nomadic tribes, kill
wandering beasts, etc. They have a patron (a community
leader of some type) who can reward them for their work,
probably with relics. They also have political or social
“adventures” involving the other people in the community.
Over time, the explorers gain a reputation as heroes or
scoundrels.
It’s easier to introduce new PCs (if you care about conti-
nuity) when the PCs are part of a large community.
People in a settlement such as this might know where they
are located on maps of the Ancients, but if you tell the play-
ers this information you risk letting them know too much and
giving them a perspective on the setting that their characters
wouldn’t share.
ALTERNATIVE CAMPAIGNS
Besides the default campaign format, you can use any cam-
paign format you can dream up. For example:
y0054d
Restorationists: The explorers are Restorationist pure-
strain humans, with relic armor and weapons. They battle
waves of bloodthirsty savages and the ill-equipped soldiers of
the Ranks of the Fit. If you really want to push the “big gun”
theme, have all the PCs have average stats (10s in all abilities,
etc.), so that the only thing that differentiates them from
each other is their gear.
Wagon Train: The explorers are the advance scouts of a
large “wagon train” of peaceful civilians. They are searching
either for a manageable pass through a mountain range or a
fertile, sheltered valley where the civilians can settle. The
explorers are sometimes battling out in the wilderness and
sometimes socializing with the others in the wagon train.
Weapon Cache: The explorers are desperate ne’er-do-
wells following a lead to a cache of relic weapons. A scouting
party from the Zoopremacists is also looking for the cache.
The explorers had better find it first, because claiming the
weapons gets a lot more difficult once the Zoopremacists
have them.
Archivists: The explorers are secretly agnostics in an
Archivist community. They are sent out to find “religious”
artifacts, but the explorers intend to keep the good stuff for
themselves while bringing back enough junk to keep getting
funding and support. Action in the campaign cycles between
life-and-death combat in the wilds and conniving one’s way
through a surreal and ridiculous religious hierarchy at home.
How-To: The explorers have a huge cache of technical
manuals, primarily in diagram form and intelligible even to
illiterates. The diagrams show how to maintain and repair
relic armor and weapons. They’re useless to the explorers
but would be invaluable to the right people. If they can find
the right people and swing a deal, they’ll gain great wealth.
Some people that they meet, however, would be happy just
to kill them for what they have.
Federation: The explorers come to the outlying wild lands
around a growing, civilized area. The civilized area is a loose
federation of three power centers: a nomadic tribe of
mutated lizards, a cosmopolitan settlement, and a Healer
monastery (guarded by a pack of mutated armadillos). The
explorers meet scouts from the federation. If the explorers
prove themselves civilized and peaceable, they can trade
with the federation, maybe even join as citizens. If they
prove themselves dangerous, they are hunted as outlaws
until they leave the area.
Big Freeze: Over the course of several adventures, the
temperatures gradually drop. The explorers hardly notice it
at first. Then a blizzard blows in, killing the local animals and
plants, and ushering in ravaging packs of arctic mutants
(such as snow seps). After a few harrowing weeks, the bliz-
zard recedes, leaving a ravaged ecosystem to work its way
back to health. Repeat at random.

Breeding: Mutants and pure strains alike vie to pass their
genes on to the next generation. Pure strains look for others
like themselves to preserve the “true” human form. Mutated
humans value pure strains as mates (or as breeding slaves)
because their lack of mutations and defects makes them
genetically compatible with all mutated humans. Clickies,
hairies, and scalies, seek compatible mates of their own. If
the explorers are powerful and capable, cryptic alliances and
settlers they meet might see them as good sources of genes
for the next generation. Mad scientists mastermind experi-
mental breeding programs to create perfect people. Pregnant
radioactivists visit “holy places” to bless their unborn chil-
dren. Mental mutations create sex instincts as warped as the
freakish bodies they motivate. (If you use this theme, con-
sider having radiation affect whether your children have
mutations and defects, not you yourself.)
Campaign Themes
Here are themes that you can use in your campaign. They’re
elements you can use to inform a variety of campaign formats.
Gold Rush: It’s a mean world where daring, ruthless
adventurers struggle against the wilderness and against each
other, each one hoping to make the big score.
Rebuilding: The land is devastated and its people reduced
to savagery. If the explorers are strong enough, they can
nurture and protect a renewed community.
Weirdness: The explorers wander through surreal land-
scapes, fighting improbable monstrosities, avoiding maniacal
savages, and struggling against well-armed fanatics.
Culture: The cryptic societies struggle against each other,
each trying to impose its vision of the future on the chaotic
world. The explorers help or oppose these alliances, trying to
get their own vision to come true.
JOACHIM BARRUM
Pacing
The XP system presented in Chapter 2 was designed to
encourage players to seek out danger and opportunity. The
Omega World system as a whole is about conflict and action.
At the GM, you can help keep the pace up.
SUMMARY
As the GM, you can help keep the game’s pace fast and
exciting by summarizing the boring bits. The explorers will
often be tempted to be cautious as they enter new areas,
encounter strange artifacts, etc. The players know they get
XP for exploring, but they also know that it’s a dangerous
world. Speed through whatever “down time” you can by
summarizing it.
For example, if the explorers want to stake out a ruin
before entering it, you can summarize a whole day’s vigi-
lance in a few sentences. “With some work, you find a great
hiding spot that gives you a good view of the ruins. You
watch in shifts for the whole day, and all you see in the ruins
are big, greenish-black birds that come and go.”
If you telescope the slow parts of the explorers’ actions,
then you can allow the explorers to be cautious when they
want to without making the game as boring as sitting and
watching ruins all day would be.
REPLACING PCS
Another consideration is that it’s hard to introduce new PCs
into the party when the party is trekking across the waste-
lands. (And you should face the issue of new PCs with some
regularity.) You can play out meeting and joining up with
new PCs if continuity is important to you, but don’t be shy
about glossing it over and getting on with the fun.
d0055y
z Chapter 4
Encounters
THIS CHAPTER COVERS MAKING YOUR OWN MONSTERS, APPROPRI-
ATING MONSTERS FROM CORE SOURCES, AND USING SPECIFIC MON-
STER TYPES UNIQUE TO OMEGA WORLD. THE RANDOM ENCOUNTER
TABLES ARE SET UP BY THE SOURCE OF THE CREATURE RATHER
THAN BY GEOGRAPHY. THAT’S SO YOU CAN INCLUDE ENCOUNTERS
WITH CREATURES FROM THE SOURCES YOU WANT TO USE.

Some GMs, for example, love including creatures from the

Monster Manual in their games and others don’t, so there’s TABLE 4-1: RANDOM MUTATED CRITTER
no random list that has both creatures from the Monster d% Mutated Critters
Manual and other creatures on it. Pick the encounter tables 1—10 1d6 dire wolves
that represent how you want to run Omega World. 11—20 1 monstrous scorpion, Huge (vermin)
21—30 1d2 dire bears
Mutated Critters 31—40 1d12 dogs, Medium-size (animal)
You can make your own monsters just by starting with a 41—50 1 monstrous centipede, Large (vermin)
stock creature and adding mutations and defects. Table 4–1: 51—60 1d20 dire rats
Random Mutated Critter allows you to roll randomly for the 61—70 1d6 lizards, giant (animal)
starting creature (as found in the Monster Manual), or you 71—80 1d6 dire bat
can just pick a favorite. You can use the character creation 81—90 1 snake, Huge viper (animal)
rules, or you can just pick and choose mutations and defects. 91—100 1 monstrous spider, Huge (vermin)
Assigning mutations and defects randomly has the advantage
that it’s fun.
Some mutations are much more dangerous for a monster Darkvision, which is really common in D&D (but not in
than they are useful for a PC. Any attack form with lasting Omega World) becomes low-light vision. Treat magical abili-
damage, such as poison, hurts PCs more than it hurts ties as mutations. Some creatures have special abilities that
monsters. (You don’t really care if a poisoned monster that you’ll want to cut, such as planeshift.
survives a fight is so weak that it gets killed in its next For a creepy effect, add one or two types of undead to
encounter. If it’s a PC who’s been weakened, you do care.) your campaign. Wights are people life drained to death by
The values for mutations are for PCs, so you’re going to psychic mutants. Ghouls are humans killed and then
wind up with some mutant monsters that are tougher than
their “book” value suggest. You will if you’re lucky, anyway.
TABLE 4-2: RANDOM D&D MONSTER
D&D Monsters d% D&D Monster
Page through the Monster Manual, and you’ll see a lot of 1—10 1 “i-cry” (aicherai, treat SR as psychic
monsters that would be right at home in Omega World. I see resistance, with HD as caster level)
achaierais, ankhegs, athaches, behirs, beholders, blink dogs, 11—20 1 “land shark” (bullette)
bugbears, bulettes, carrion crawlers, chuuls, destrachans, 21—30 1d12 stirges
digesters, displacer beasts, ettercaps, ettins, giants, giant 31—40 1d2 displacer beasts*
eagles, giant owls, girallons, gnolls, gray renders, gricks, 41—50 1d2 owlbears*
grimlocks, howlers, kobolds, lizardfolk, locathahs, manticores, 51—55 1 carrion crawler
mind flayers, orcs, owlbears, purple worms, shocker lizards, 56—60 1 destrachan
spider eaters, stirges, troglodytes, umber hulks, xills, yrthaks, 61—65 1 digester
and vermin. Others, such as goblins, dire animals, and ogres 66—70 1 mind flayer* (treat SR as psychic resist-
make better stock creatures to which you can add mutations ance, with HD as caster level; forget planeshift)
and defects. (Humanoids make good savages. See below.) 71—75 1 phase spider
Demons and devils, without most of their stranger powers, 76—80 1 umber hulk*
also look a lot like horrific mutants. 81—85 1 wyvern
You can roll random encounters on Table 4–2: Random 86—90 1d2 “razor lizards” (megaraptors [dinosaur])
D&D Monsters, or you can just pick your favorites. 91—95 1d2 ettercaps* + 1d6–3 Medium-size
Dinosaurs, with or without surgically implanted cybernetic monstrous spiders
weapons and armor, mutated or not, also make fine Omega 96—100 1d2 otyughs*
World monsters.
Beyond the Monster Manual, other d20 System books * Official Dungeons & Dragons miniatures for these crea-
have plenty more monsters that also fit the Omega World tures are available, in case that makes any difference to you.
esthetic.

y0042d
42 September 2002
 TABLE 4-3: RANDOM OMEGA MONSTER
01–10 Androids (1 thinker, 1d2 warriors, 1d3 workers)
11–20 1d3+1 arks
21–30 1d4+2 badders
31–40 1 blaash
41–50 1d4+1 hissers
51 1d6+2 hoops
52–60 2d10 hoppers
61–70 1 latterbug
71–80 1d4+2 orlens
81–90 1d6+2 podogs
91–100 1 sep
reanimated by a mutated bio-engineered disease. Life-drain-
ing, sun-vulnerable, blood-drinking mutants pass as normal
humans when they can. If you think “blasters versus vam-
pires” would be fun, you can make it fun. (If you think it
sounds stupid, forget I mentioned it.)
Omega Monsters
These monsters are unique to Omega World, rather than
being mutated versions of existing monsters. Most have
powers not found on the mutation and defect tables.
Climate and terrain listings for these creatures aren’t
standard. If you have a climate or terrain type in mind, and
some of these creatures appeal to you, the last thing you
need is an entry in the monster description saying that the
monster isn’t found in that climate or terrain type. If, on the
other hand, you’re going to run a long Omega World cam-
paign that will cover various climate zones and types of ter-
rain, assign climates and terrain to the creatures in order to
makes those climates and terrain types more distinct.
ARK
Large Giant (hairy)
Hit Dice: 4d8+12 (30 hp)
Initiative: +0
Speed: 40 ft.
AC: 16 (–1 size, +4 natural, +2 leather, +1 wicker shield)
Attacks: Large club +6 melee
Damage: Large club 1d10+4
Face/Reach: 5 ft. by 5 ft./5 ft
Special Attacks: Life Leech (2/day), Telekinesis
Special Qualities: Control Weather
Abilities: Str 18, Dex 10, Con 16,
Int 8, Wis 14, Cha 12
Saving Throws: Fort +7, Ref +1, Will +2
Skills: Listen +3, Psychic Attack +3, Spot +3 Wilderness Lore +3
Feats: Superior Mutation (Life Leech)
Climate/Terrain: Following your trail
Organization: Solitary, gang (2–4), band (5–12)
Challenge Rating: 3
Treasure: Standard
Alignment: Savage, tribal, anthropophagous
Advancement: By character class

ANDROID
Thinker Warrior Worker
Medium-size Humanoid (android) Medium-size Humanoid (android) Medium-size Humanoid (android)
Hit Dice: 2d8+2 (11 hp) 4d8+16 (34 hp) 3d8+15 (28 hp)
Initiative: +1 (Dex) +4 (Dex) +1 (Dex)
Speed: 30 ft. 30 ft. 30 ft.
AC: 15 (+1 Dex, +4 flex) 19 (+4 Dex, +5 sheath) 15 (+1 Dex, +4 flex)
Attacks: Vibroblade +2 melee, Vibroblade +7 melee, Knife +6 melee,
or blaster pistol +2 ranged or blaster rifle +7 ranged or laser pistol +3 ranged
Damage: Vibroblade 3d6+1, Vibroblade 3d6+6, Knife 1d6+4,
or blaster 4d6 or blaster 6d6 or laser 3d6
Face/Reach: 5 ft. by 5 ft./5 ft 5 ft. by 5 ft./5 ft 5 ft. by 5 ft./5 ft
Abilities: Str 12, Dex 12, Con 12, Str 18, Dex 18, Con 18, Str 18, Dex 12, Con 18,
Int 18, Wis 18, Cha 18 Int 12, Wis 12, Cha 18 Int 12, Wis 12, Cha 12
Saving Throws: Fort +1, Ref +1, Will +7 Fort +5, Ref +8, Will +2 Fort +7, Ref +2, Will +2
Skills: Tech (each) +6 Listen +4, Spot +5 Heal +4, Tech (each) +2
Feats: Expertise Pont Blank Shot Toughness

Climate/Terrain: All over All over All over

Organization: Any Any Any
Challenge Rating: 2 4 3
Treasure: Relics Relics Relics
Alignment: Dispassionate Lethal Enduring
Advancement: By class By class By class

Androids are artificial human beings that look like pure-strain humans. They travel heavily armed and never surrender. They
are familiar with relic technology and seem never to resort to primitive weapons. A group of androids is generally led by a
thinker, with at least one warrior as a bodyguard.
Some say that androids are grown in vats by the robots, as meat slaves to replace their erstwhile masters. Others say that
they’re born by captive pure-strain women in giant breeding facilities.
The ability scores listed aren’t averages. That’s what scores androids of each type have.

d0043y
 Climate/Terrain: Near settlements worth raiding
Organization: Squad (3–6), platoon (7–14 plus 1 4th-level
“knight”), fief (10–60 plus twice that many noncombatants
plus 1 4th-level “knight” per 10 combatants and 1 leader of
6th–8th level)
Challenge Rating: 2
Treasure: Standard, 1 in 10 have relics
Alignment: Feudal, militaristic, touchy
Advancement: By character class

These mean-spirited mutated badgers stand 5 feet tall. They

live in feudal societies centered around their burrows, which
are sometimes in ruins of the Ancients. Confident explorers
can trade with them if they make a sufficient show of force,
and if the badders aren’t having a bad day.

BLAASH
Small Aberration
Hit Dice: 2d8+2 (11 hp)
Initiative: –2 (Dex)
Speed: 5 ft., fly 40 ft. (poor)
AC: 13 (+1 size, –2 Dex,
+4 natural)
Attacks: —
Damage: —
Face/Reach: 5 ft. by 5 ft./5 ft
Special Attacks: Radiation
Special Qualities: Immune to
radiation
Abilities: Str 4, Dex 6, Con 12,
ANTHONY WATERS Int 1, Wis 6, Cha 2
Saving Throws: Fort +1, Ref –2, Will +0
JEFF CARLISLE
These primitive ten-foot tall dog-people relish the taste of Skills: Spot +0, Listen +0
human hands. They rarely use relics unless they are working Feats: —
with others who show them how they work.
Their Control Weather ability is like the spell, usable once Climate/Terrain: Pops up in the worst possible place
per day. Organization: Solitary, flock (10–100)
Arks are sometimes recruited into the Ranks of the Fit as Challenge Rating: 2
foot troops, assuring them regular meals and short life spans. Treasure: None
Alignment: Aggressive
BADDER Advancement: 3–4 HD (Medium-size)
Medium-size Humanoid (hairy)
Hit Dice: 2d8+6 (15 hp [19 hp]) A big, beautiful moth whose abdomen glows brightly with
Initiative: +1 (Dex) radiation. Each round, it deals 3d6 Con damage (radiation) to
Speed: 30 ft. all creatures within 5 ft. and 1d6 Con damage (radiation) to
AC: 19 (17) (+4 Dex, +2 natural, all other creatures within 30 ft.
+3 half metal) Radioactivists call them “angels.”
Attacks: 2 claws +6 (+8) melee,
or crossbow +5 ranged HISSER
JEFF CARLISLE

Damage: 2 claws 1d4+3 each Large Monstrous Humanoid

(1d4+5 each), or crossbow 2d4 (scaly)
Face/Reach: 5 ft. by 5 ft./5 ft Hit Dice: 6d8+12 (39 hp)
Special Qualities: Empathy, Initiative: –1 (Dex)
Low-light Vision, Rage Speed: 30 ft.
Abilities: Str 16 (20), Dex 18, Con AC: 15 (–1 Size, –1 Dex, +7 natu-
16 (20), Int 8, Wis 10, Cha 12 ral)
Saving Throws: Fort +3 (+5), Ref +7, Will +0 (+2) Attacks: Bite +9 melee
Skills: Intimidate +4, Listen +2 Damage: Bite 2d4+6
Feats: Weapon Focus (claws) Face/Reach: 5 ft. by 10 ft./5 ft
Special Attacks: Sonic Blast
(2d4+2), random mental mutation JEFF CARLISLE

y0044d
Special Qualities: Telepathy, immune to sonics, immune to
lasers, random psychic mutation
Abilities: Str 18, Dex 8, Con 14,
Int 12, Wis 8, Cha 8
Saving Throws: Fort +4, Ref +4, Will +4
Skills: Listen +3, Psychic Attack +8, Spot +2, Tech (each) +3,
Feats: Superior Mutation (Sonic Blast x2)
Climate/Terrain: Ruins, wastelands
Organization: Pod (2–5), colony (20–60 plus 20–60 young
plus 1 10th-level matriarch)
Challenge Rating: 4
Treasure: Standard, 1 in 4 has a relic
Alignment: Devious, heartless
Advancement: By character class
Hissers are ten-foot long snakes with human-like arms and
shiny scales. They frequently engage in expeditions into the
ruins of the Ancients, seeking relics. Many of them are
equipped with relics, which they use handily.
Each hisser has a random mental mutation in addition to
its normal array. (Roll for a mutation. If you don’t get a men-
tal mutation, pick the closest mental mutation on the table.)
Each colony is run by a matriarch, the only female. Her
eggs all hatch as males. When the colony is large enough
(maybe 70 adults), she lays a female egg, and that female
becomes the matriarch of a daughter colony.
Hissers don’t speak, relying instead on telepathy. When
members of a colony congregate and “commune,” they con-
nect telepathically so deeply that they lose their sense of
individuality. (The matriarch keeps hers.) In this way, the
matriarch periodically tunes her brood to her will.
HOOP
Medium-size Humanoid (hairy)
Hit Dice: 3d8+3 (16 hp)
Initiative: +1 (Dex)
Speed: 50 ft.
AC: 13 (+1 Dex, +2 natural)
Attacks: Sword +3 melee, or
crossbow +3 ranged
Damage: Sword 1d8+1, or cross-
bow 1d8
Face/Reach: 5 ft. by 5 ft./5 ft
Special Attacks: Transform
metal to rubber
Special Qualities: Telepathy
Abilities: Str 12, Dex 12, Con 12,
Int 10, Wis 12, Cha 10
JEFF CARLISLE
Saving Throws: Fort +2, Ref +4, Will +3
Skills: Psychic attack +3, Tech (any one) +3
Feats: Iron Will
Climate/Terrain: Preferably in your crosshairs
Organization: Gang (3–8), warren (20–50 plus 20–50 young
plus 1 7th-level leader)
Challenge Rating: 1
Treasure: Standard, 1 in 10 has a relic
Alignment: Curious
Advancement: By character class
CHALLENGE RATINGS
While an individual explorer may be comparable to a
D&D character of the same level, a party of explorers
is not as powerful as a party of D&D characters
because the individual members aren’t as specialized.
When planning encounters, give the characters a break
to take into account the weakness of their party
compared to a D&D party of the same level. Or don’t.
A seven-foot tall intelligent white rabbit. Attempts to anni-
hilate theses irritating creatures have proven unsuccessful.
Your assistance is welcome.
Transform metal to rubber: The hoop’s touch can turn
metal into a rubber-like material. It affects the metal the hoop
touches and the connected metal within 1 yard. This will seri-
ously mess up plenty of robots, relic guns, security doors, etc.
HOPPER
Large Beast
Hit Dice: 3d10+9 (25 hp)
Initiative: +3 (Dex)
Speed: 30 ft. (60 ft. hopping)
AC: 11 (+1 Dex, –1 Size, +1 natural)
Attacks: Kick +6 melee (only when grappled)
Damage: Kick 1d6+4
Face/Reach: 5 ft. by 10 ft./5 ft
Special Qualities: Chameleon Skin
Abilities: Str 18, Dex 16, Con 16,
Int 2, Wis 12, Cha 4
Saving Throws: Fort +6, Ref +6, Will +2
Skills: Hide +26, Listen +4
Feats: Dodge, Mobility
Climate/Terrain: Wherever
Organization: Herd (2–20)
Challenge Rating: — (don’t fight)
Treasure: None
Alignment: Timid
Advancement: 4–8 HD (Large), 9 HD (Huge)
This mutated rabbit is big enough to carry a human rider,
serving as a riding mount. Its normal pace is no faster than a
human’s, but when in need it can hop at great speed.
Remaining on a hopper while it hops requires a Ride check
of 15 each round. Most riders use a special saddle, which
grants a +5 on the check. A rider can little more than pray
while the hopper is hopping.
When a hopper jumps, treat its speed as 60 ft. even if it
hasn’t been moving that fast.
LATTERBUG
Large Vermin
Hit Dice: 7d8+56 (87 hp)
Initiative: +0
Speed: 20 ft., fly 20 ft. (3 rounds/hour)
AC: 17 (–1 Size, –2 Dex, +10 natural)
Attacks: Bite +10 melee
Damage: Bite 1d8+9
Face/Reach: 5 ft. by 10 ft./5 ft
d0045y
Special Qualities: Haste Self (5 rounds), Force Field (14 ORLEN
points), Poor Respiratory System, Sensitive to Cold Medium-size Humanoid (orlen)
Abilities: Str 22, Dex 6, Con 26, Hit Dice: 3d8 (13 hp)
Int —, Wis 10, Cha 4 Initiative: +0
Saving Throws: Fort +13, Ref +0, Will +2 Speed: 30 ft.
Skills: Listen +8, Spot +7 AC: 13 (+3 half metal)
Feats: — Attacks: 2 Large weapons +4 melee, or 2 Large bows +2
ranged
Climate/Terrain: Ruins, forests, anywhere it can get the drop Damage: 2 Large melee weapons 2d6+6 each, or 2 Large
on you bows 2d4+2 each
Organization: Solitary, gang (2–7) Face/Reach: 5 ft. by 5 ft./5 ft
Challenge Rating: 5 Special Attacks: Telekinesis
Treasure: None Special Qualities: Dual Brain, Telepathy, random mutation
Alignment: Predatory Abilities: Str 14, Dex 10, Con 10,
Advancement: 8–10 HD (Large); 11–21 HD (Huge) Int 12, Wis 12, Cha 12
Saving Throws: Fort +1, Ref +3, Will +2
A latterbug is a beautiful sight, a round beetle almost ten feet Skills: Psychic Attack +3, Tech (any one) +3, Wilderness Lore +3
long, with a glossy red shell marked with bold, black spots. Feats: Weapon Proficiency (bow)
It’s less beautiful when it’s dropping out of the sky on you,
and all you can see is the gray and black underside (and Climate/Terrain: Fertile valleys, shores, anywhere
maybe your life flashing before your eyes). Organization: Team (3–6), settlement (30–80 plus an equal
While they sometimes appear in groups, they don’t work number of noncombatants plus 1 5th-level officer per 10
together as a pack. orlens and 1 7th-level leader)
Challenge Rating: 2
Treasure: Standard, 1 in 10 has a relic
Alignment: Wary, peaceable
Advancement: By character class

This mutated human stands 7 feet tall and has two heads and
four arms. They will barter peacefully for relics and welcome
news from travelers.
Each orlen has a random mutation in addition to its nor-
mal array.

PODOG
Large Beast
Hit Dice: 6d8+19 (46 hp)
Initiative: +1 (Dex)
Speed: 40 ft.
AC: 13 (–1 Size, +1 Dex, +3 natural)
Attacks: Bite +8 melee
Damage: 2d4+7
Face/Reach: 5 ft. by 10 ft./5 ft
Special Attacks: Sound Mimicry
Special Qualities: Scent
Abilities: Str 20, Dex 12, Con 16,
Int 2, Wis 12, Cha 6
Saving Throws: Fort +8, Ref +6, Will +3
Skills: Listen +4, Spot +7

Climate/Terrain: Anywhere there’s food

Organization: Lone, pack (3–8)
Challenge Rating: 3
Treasure: None
Alignment: Faithful
Advancement: 7–8 HD (Large), 9–18 HD (Huge)

A mutated dog big enough to carry a human rider, serving

as a battle mount.
One in a hundred podogs has a dual brain (giving it an Int
ANTHONY WATERS of 4) and telepathy. These superior podogs are highly prized

y0046d
and rarely for sale. (Whether owning an animal who’s that Attack: 1 blaster eye beam +3 ranged
smart amounts to slavery is a philosophical issue best Rapid Shot +1/+1 ranged
broached with caution.) Autofire –1/–1/–1 ranged
Sound Mimicry: Once per round, when hit by a sonic Rapid Shot + autofire –3/–3/–3/–3 ranged
attack, the podog can copy that attack and send the copy Damage: Blaster eye beam 4d6 (17–20/x2)
back toward the original source. Face/Reach: 5 ft. by 5 ft./5 ft.
Special Qualities: Construct traits, Darkvision 60 ft., Low-
SEP light Vision
Large Aberration Abilities: Str 6, Dex 14, Con —,
Hit Dice: 7d8+7 (38 hp) Int 8, Wis 12, Cha 6
Initiative: +2 (Dex) Saving Throws: Fort +1, Ref +3, Will +2
Speed: Burrow 40 ft. Skills: —
AC: 15 (–1 size, +2 Dex, +4 natural) Feats: Multishot, Point Blank Shot, Rapid Shot
Attacks: Bite +8 melee
Damage: Bite 2d4+6 Organization: Any
Face/Reach: 5 ft. by 10 ft./5 ft Challenge Rating: 3
Special Qualities: Tremorsense 300 ft. Treasure: None
Abilities: Str 18, Dex 14, Con 12, Alignment: Robotic, curious
Int 1, Wis 12, Cha 2 Advancement: —
Saving Throws: Fort +3, Ref +4, Will +6
Skills: Listen +7 Spider bots are utility robots. They look like big, black, round
Feats: Dodge, Mobility, Spring Attack balls with articulated, spidery legs. A spider bot can produce
a thin arm with a vice grip hand to manipulate objects. They
Climate/Terrain: Beaches, snowfields, anywhere the soil isn’t scout, patrol, and relay messages.
laced with tree roots
Organization: Solitary STALKER BOT
Challenge Rating: 3 Large Construct (robot)
Treasure: None Hit Dice: 20d10 (110 hp)
Alignment: Hungry Initiative: –1 (Dex)
Advancement: 8–10 (Large), 11–17 (Huge) Speed: 60 ft.
AC: 23 (–1 Dex, –1 size, +15 natural)
This mutated, air-breathing shark has the teleki-
netic ability to push sand, loose soil, or even
snow out of the way as it “swims” through the
ground or through snow. It typically attacks by
lunging out of the ground, taking a bite, and div-
ing back in again (Spring Attack).
Some people call these things “land sharks,”
not realizing that there’s an even more fearsome
burrowing creature that often goes by that
name.

Robots
Robots come in all types, and can be outfitted
with any relic weapons and other items. A few
are listed here as examples.
Unlike standard constructs, robots suffer
criticals. (Their vital spots are electronic, but
they’re vital nonetheless.)
Robots can be outfitted with extra weaponry,
miscellaneous features (such as communications
gear), additional armor, etc. Look at relic
descriptions for ideas. The robots described here
are “stock,” but you can customize any and all
the robots that the explorers meet.

SPIDER BOT
Medium-size Construct (robot)
Speed: 40 ft.
Hit Dice: 3d10 (16 hp)
Armor Class: 15 (–1 Dex, +6 natural) ANTHONY WATERS

d0047y
 Attacks: Blaster +13/+8/+3 ranged
Rapid Shot +11/+11/+6/+1 ranged
DEATHBOT WEAPONS SYSTEMS Autofire +9/+9/+9/+4/–1 ranged
Weapon Type Cost Range Swath Damage Rapid Shot + autofire +7/+7/+7/+7/+2/–3
Blaster cannon 2 5,000 ft. 30 ft. 15d6 ranged
Black ray cannon 6 1,000 ft. 30 ft. 15d6* Damage: Blaster 8d6
Heavy torc guns 4 500 ft. 10 ft. 8d6** Face/Reach: 5 ft. by 5 ft./10 ft.
Laser batteries 8 10,000 ft. 20 ft. 8d6 Special Attacks: —
Wave cannon 2 1,000 ft. 30 ft. 15d6† Special Qualities: Construct traits, darkvision 60 ft.,
* Fort save (DC 30) or die. force field 75 pts., low-light vision
** Fort save (DC 26) or be disintegrated. Abilities: Str 12, Dex 8, Con —,
† Damage to forced fields, robots, and zap tech only. Int 8, Wis 14, Cha 2
Additionally, your typical deathbot is equipped with 1d100 minimis- Saving Throws: Fort +6, Ref +5, Will +8
siles (can be launched up to 6 at a time). Skills: —
Feats: Multishot, Point Blank Shot, Rapid Shot

Organization: Any
Challenge Rating: 8
Treasure: None
Alignment: Robotic, relentless
Advancement: —

The stalker bot hunts down and kills enemies or

patrols important installations. They may be
attached to a robotic stronghold, or they may be
programmed to obey humanoid masters (androids,
archivists, etc.).
Stalkers are capable of powering down and
remaining in stasis for indefinite periods of time. Old
ruins, unexplored since before the Bomb, may hide
stored stalkers, ready to come out and join the war.

DEATHBOT
Gargantuan Construct (robot)
Hit Dice: 80d10 (440 hp)
Initiative: +5 (Dex)
Speed: Fly 300 ft. (perfect)
AC: 26 (+5 Dex, –4 size, +15 natural)
Attacks: See below
Damage: See below
Face/Reach: 20 ft. by 40 ft./10 ft.
Special Attacks: See below
Special Qualities: Force field 300 pts, blindsight 300
ft., darkvision 1,000 ft., low-light vision
Abilities: Str 40, Dex 20, Con —,
Int 20, Wis 20, Cha 20
Saving Throws: Fort +60, Ref +65, Will +65
Skills: —
Feats: —

Organization: Any
Challenge Rating: Your guess is as good as mine
Treasure: None
Alignment: Out to get you
Advancement: —

It’s a giant flying saucer bristling with weapons, and

it’s all about killing you. You’re too small for it to aim
at, so its weapons are treated as area effect attacks.
Against these attacks that deal damage, you get a
save for half damage at DC 20. (In an alternative
ANTHONY WATERS

y0048d
setting where smarty-pants rogues and monks have
improved evasion, the deathbot is able to target individuals,
with +65 on its ranged attack, with multiple base attacks and
autofire.) It cuts loose with only about 10 attack types per
round, but it is capable to layering multiple attacks of the
same type over a given area. Each attack type has a “type
cost,” as presented on the table on the facing page. Calculate
the type cost for each attack in a given round, and stop
when you reach 10. You can spend fewer than 10 points in a
single round, but cannot exceed that limit.
Cryptic Alliances
Cryptic alliances are secret (or not so secret) groups work-
ing to some shared end. They might be political organizations,
power blocs, religious groups, or simply like-minded beings.
CRYPTIC ALLIANCE DESCRIPTIONS
Cryptic alliances are listed in alphabetical order.
Archivists
Only the Archivists truly appreciate relics for what they are:
objects of veneration. They collect relics, polish them beauti-
fully, display them on pedestals, and worship them. They
incorporate whatever words and phrases of the past that
they can learn into their prayers. If they prey fervently
enough, the Golden Age will return.
Brotherhood of Thought
These intellectuals and rebels attempt to spread the noble
goals of equality, self-determination, freedom of conscience,
acceptance of diversity, and respect for sentient life. Thanks
to their devotion to their cause (and perhaps to the underly-
ing rightness of their ideals), they often achieve substantial
success in helping societies establish the rule of law, inter-
nally and externally. They’re really not getting anywhere on
the gun control front, though.
Created
Androids are perfect. The world is imperfect. Logically,
androids should rule and make the world perfect. As
androids can pass for pure-strain humans (“uncreated animal
beings”), they often infiltrate settlements and trick people
into working for the secretive “Created.”
Followers of the Voice
The voice of God speaks through computers, His mouth-
pieces on earth. Computers are to be venerated and obeyed.
(Archivists are to be persecuted, the schismatics.)
Friends of Entropy
They’re on the winning side when it comes to the heat death
of the universe and the eventual demise of all life. Only
they’re not keen on the “eventual” part of it. They operate in
secret because no right-minded people would let these
lunatics live.
Healers
Healers are committed not only to healing broken and poi-
soned bodies but to mending hatreds and conflicts.
Iron Society
These mutated humans are out to eliminate pure strain
humans. They say it’s because mutants are the next step in
evolution and they’re just “cleaning up.”
Knights of Genetic Purity
They want to purify the human gene pool by slaughtering
mutated humans. They prefer to get to the mutants when
they’re young, before they have a chance to breed, and
they’re just sure that the dirty mutants are after their
women. They have no particular problem with mutated
animals. For mysterious reasons, they sometimes spell their
alliance “KKKnights of Genetic Purity.”
Radioactivists
God, with purifying light brighter than the sun, has recreated
the world. His presence can be felt in the glowing ruins of
the Ancients, where He still works his miracles on those who
are worthy and who come to seek His blessing.
Ranks of the Fit
A mutated bear, styling himself as a Napoleon for a new world,
is gradually conquering the globe with his disciplined, fearsome
army. Anyone’s welcome to join, as long as they’ll take orders
from mutated animals, who hold all positions of power.
Restorationists
By prioritizing action items and synergizing resource
vectors, the Restorationists plan to rebuild the world on an
acceptable timetable. First, though, they need to collect,
repair, and open fire with lots of good relic weapons.
Seekers
The Golden Age was a time of sin and war. Its cursed relics
are poisoning the world. The Seekers have a solution to this
problem: finding and destroying all the relics they can. Using
relic weapons to destroy relics is forbidden, so Seekers try
not to get caught doing so.
Zoopremacists
With a logic that has come to seem inevitable, a bunch of
mutated animals think that mutated animals are better than
everyone else. Those who agree are free to live and to
serve their superiors. Those who disagree make good eating.
CRYPTIC ALLIANCE NPCS
Generally, treat cryptic alliance members as explorers (see
below). They may work in small strike teams (1d12 members
plus a higher-level leader), form large groups (10–40 mem-
bers plus 1–4 higher-level officers plus 1 higher-level leader),
or settle in strongholds and communities (50 members or
more, plus noncombatant, allies, domesticated animals, etc.).
Savages
Savages have a primitive tribal outlook. They are good to
other members of the tribe, but they regard other people as
outsiders. Savage males sometimes abduct compatible
females as mates and kill other males as rivals. (Less often,
females abduct males. When females abduct males, they may
get mates with better genes, but they don’t beget more chil-
dren, so their pay-off isn’t as high.)
d0049y
 TABLE 4-4: RANDOM CRYPTIC ALLIANCE
d100 Cryptic Alliance Relics
1—10 Friends of Entropy: Kill everything Some
11—20 Healers: Peacemakers Some
21—30 Iron Society: Mutated humans out to eliminate pure-strain humans Some
31—40 Knights of Genetic Purity: Pure-strain humans über alles Lots
41—50 Ranks of the Fit: World-conquering army led by mutated animals Some
51—60 Restorationists: Rebuilding the world Lots
61—70 Seekers: Hate relics None
71—75 Archivists: Worship relics Lots
76—80 Brotherhood of Thought: Enlightened coexistence Some
81—85 Created: Androids über alles Lots
86—90 Followers of the Voice: Worship computers Lots
91—95 Radioactivists: Worship radiation Some
96—100 Zoopremacists: Mutated animals über alles Some
Relics: “Some” means as many as common for creatures or explorers of that type. “Lots” means twice as many. “None” means none.

of explorers have the feat, so the bonus rises to +3.

TABLE 4-5: RANDOM SAVAGE STOCK Apply stock modifiers to these base statistics. For exam-
1—25 Humans (see Explorer NPCs) ple, hairies get +2 Dex, so increase a hairy explorer’s
26—40 Clickies (see Explorer NPCs) Initiative, ranged attack, Reflex saves, and Dex skills by +1.
41—55 Hairies (see Explorer NPCs) To determine the level of the leader of a group, divide 100
56—70 Scalies (see Explorer NPCs) by the number of NPCs in the group. Use that number as if it
71—75 Formians were a roll on d% to see what level the leader is. (That’s why
76—80 Goblins the higher levels are at the low end of the d% roll.)
81—85 Kobolds For standard gear, equip an NPC explorer like a PC
86—90 Lizardfolk explorer, usually in half metal armor with a ranged weapon
91—95 Ogres plus either a two-handed weapon or a one-handed weapon
96—100 Troglodytes and a shield.

The D&D creatures listed here are actually mutated Domes

humans and animals.
Roll for mutations and defects as for a PC. It’s easiest to
stop once the savages have even a single noteworthy muta-
tion rather than going all the way to 10. Fewer mutations and
defects means easier, faster GMing. If you forget to roll all
their defects, that’s OK, too.
Savages are found in small hunting groups (1d10 members,
possibly with hunting animals), in war parties (1d12+6 mem-
bers with a higher-level war leader), and in tribes (20–70
combatants, twice that many noncombatants plus 2–4 war
leaders plus 1 “king” or “president”). They may consider
relics items of status, but they don’t usually have many.
Explorer NPCs
PCs encounter other explorers from time to time. These
statistics also serve for members of cryptic alliances, for sav-
ages, and possibly as leader types among humanoid groups.
Table 4–6: Average Explorer Statistics gives average val-
ues for explorers of each level. It assumes that the explorer
rolled all 12s for abilities, and it “phases in” feats a little at a
time. For example, at 1st level almost no explorers have the
Improved Initiative feat, and by 10th level they all do. So by
5th level about half the explorers have Improved Initiative,
so the “average” explorer has a +2 bonus (half as much as
you get from Improved Initiative). By 8th level, three-fourths
Domes are the ruined dwellings of the ancients. They are not
encounters in themselves, but they make good sites for
encounters, and possibly a safe haven for the explorers.
A dome is typically a rounded structure 50 to 200 feet
across. Wide domes may have a series of smaller domes atop
them (upper stories). The domes are made from a durable,
solid substance. They have doors (now kicked in but possibly
repaired or replaced), but the domes have no windows. The
Ancients were able to turn the walls of their domes clear, so
they didn’t need separate windows. Often, a dome has a
basement, and sometimes they are found clumped together.
They were homes, recreational cabins, and scientific installa-
tions of the Ancients.
Domes make convenient lairs for beasts, hide-outs for
marauders, or homes for savages. Most have been looted of
original relics, but many times the valuables of former occu-
pants (now devoured) are to be found there. Tables 4–7, 4–8,
and 4–9 let you randomly determine some things that the
explorers might find in a dome; roll once on each for each
dome. (You can use these tables more generally for ruined
cities and other former areas of habitation.)

y0050d
 TABLE 4-6: AVERAGE EXPLORER STATISTICS
d% Proportion Lvl hp Init Melee Ranged F/R/W Skills Feats Relics
1—1 1 10 78 +5 +9 +9 +8 13 5 2d4
2—3 2 9 71 +4 +8 +8 +7 12 4 1d6
4—5 2 8 63 +4 +7 +7 +6 11 4 1d4
6—8 3 7 56 +3 +6 +6 +6 10 3 1d3
9—12 4 6 48 +3 +6 +6 +5 9 3 1 + 60%
13—19 7 5 41 +3 +5 +5 +5 8 2 1 + 20%
20—29 10 4 34 +2 +4 +4 +4 7 2 80%
30—44 15 3 26 +2 +3 +3 +3 6 1 40%
45—67 23 2 19 +1 +2 +2 +3 5 1 20%
68—100 33 1 11 +1 +1 +1 +2 4 0 10%
Proportion: About how many explorers out of 100 are at this level.
Lvl: Class level (not effective level). For pure-strain humans, add +1 (maximum 10).
hp: Average hit points.
Init: Initiative.
Melee: Melee attack.
Ranged: Ranged attack.
F/R/W: Saving throws. For simplicity, assume that they’re all the same. (This is the average of three separate saves.)
Skills: A default NPC explorer has a number of skills equal to 4 + its Int mod (or 5 + Int mod for a pure-strain human). This score
is the bonus in each skill, not counting variations for the explorer’s stock.
Feats: These are the feats that haven’t been folded into hp, initiative, attacks, and saving throws. Pure strains get +1 feat. Use
these feats for Superior Mutation or for proficiencies with relics, as needed. If you have extra feats left over and nothing much to do
with them, just use them for more Toughness. (Keep it easy for you to run.)
Relics: How many random working relics the explorer has. If a percentage is listed, that’s the chance for 1 relic (or 1 additional
relic). For savages, roll for relics 1 level lower than normal.

These are only significant encounters. You can also ad lib

TABLE 4-7: RANDOM DOME INHABITANTS encounters with prey creatures, such as giant mutated
d% Dome Inhabitants aphids or mutant sheep.
1—40 Monsters. Your choice:
Table 4–1: Random Mutated Critters Special Encounters
Table 4–2: Random D&D Monsters Sometimes you’ll want an encounter with a little more
Table 4–3: Random Omega Monsters “oomph” than a random table can provide. The following
Robots (1d4 spider bots or 1d2 stalkers) examples should get you started on the right path.
41—60 1d20 savages. See Table 4–5. Pack: As the explorers trek through the wilderness, a
61—70 1d6+2 Cryptic Alliance members. pack of mutated dogs trails them. The dogs try to steal
See Table 4–4. food or scavenge other creatures that the explorers kill,
71—80 Explorers. See Table 4–6. but they avoid a direct fight. If the explorers make efforts
81—90 None to befriend the dogs, the pack forms what amounts to an
91—100 Roll Twice and Combine. Could be allies informal alliance with the explorers. The dogs are only as
or enemies. smart as dogs, but that’s smart enough for them to “make
friends” with humans. While the dogs and the explorers
travel together, the dogs serve as a de facto alarm sys-
tem, helping the explorers avoid the worst monsters.
Wilderness Revel: In the night, the explorers hear singing in the dis-
Encounters tance. Three savage tribes have gathered for a revel. They
The likelihood of encountering creatures and the sorts of are getting drunk on the milk of mutated coconuts, singing,
creatures encountered is up to you, and the GM. But here and sport-fighting. If the characters approach, they’ll be
are some guidelines to get started, or to use as the basis for ushered in as fellow revelers, where they’ll be challenged to
your own encounter plans. prove themselves in violent sports. If they attack, scores of
One easy way to prepare is to roll up a few encounters drunken savages descend on them in a frenzy.
ahead of time and then, when the dice indicate an encounter, Frontier: A dozen towns and many smaller settlements
use whichever one you have prepared and that fits the have formed a stable, prosperous community. The wilder-
circumstances. ness for hundreds of miles around is slowly being
Some rolls for encounters are based on time passing. explored, salvaged, mapped, hunted, settled, and tamed.
Others are based on travel. If the PCs travel, they have more The explorers, coming from the untamed side of the
encounters than if they stay put because they’re more likely wilderness, can join the community and settle down (which
to stumble across other creatures. means the campaign becomes more social and political).

d0051y
 TABLE 4-8: RANDOM DOME RELICS TABLE 4-9: RANDOM DOME MENACE
d% Dome Relics d% Dome Menace
1—30 Abandoned Gear: Could be hybrid 1—20 Poison: Toxic gas, venomous plants, poison
weapons, relics, mutated plant and ani- dust, etc.
mal goods, trade goods, etc. 21—30 Radiation: Could be low intensity over
31—50 Original Relics: Probably hidden, hard to the whole dome or high intensity in one
get to, or protected by some sort of location.
menace. Not a bad place to leave cam- 31—50 Vermin: Monstrous vermin or maybe lots
paign-altering relics, if you’re going to of little vermin. Spells like summon swarm
have any. and insect plague might work for these
51—60 Traces: Leftover hints of relics, maybe menaces.
very powerful ones, but they’re gone 51—70 Mechanical Hazard: Weak floor, electrical
now. Could be grenade craters, foot short, collapsing ceiling, elevator that low
prints left by powered armor boots, etc. ers you inexorably into a basement flooded
61—90 None: Someone else got there first. to the ceiling.
91—100 Roll Twice 71—90 None
91—100 Roll Twice

Deathbot Rampage: The explorers find a nice place. Just

about when they feel safe, deathbots strafe the place into
ruin, chasing the explorers away. The explorers trek across TABLE 4-10: CHANCE OF WILDERNESS ENCOUNTER
the wasteland to find another place, but the deathbots blow Each day (dawn to dusk) 10%
that up, too. Repeat until the deathbots blow up the explorers Each night (dusk to dawn) 15%
or the explorers find some way to take out the deathbots. Each day (or night) of travel 30%
Kook with a Gun: A crazy guy with a torc rifle. He shoots
at the players just because he’s bonkers. He yells, “I am the
King of the World! All will serve me or be destroyed.” If the
characters can trick him, or if they just get lucky, they can
peg him and get the torc rifle. When the characters attack TABLE 4-11: RANDOM WILDERNESS ENCOUNTER
the crazy coot, they probably damage the rifle, dropping it d% Encounter
from good to poor status. 1—50 Monsters. Your choice:
Land Shark: The land is criss-crossed with what look like Table 4–1: Random Mutated Critters
giant mole paths. These are the tracks of a land shark. Each Table 4–2: Random D&D Monsters
hour, there’s a 10% chance that the land shark comes by, Table 4–3: Random Omega Monsters
looking for food. Robots (1d4 spider bots or 1d2 stalkers)
Cannibal Savages: The savages retreat into the hills if 51—70 1d20 savages. See Table 4–5.
threatened. Then they call out to the others in their tribe, and 71—80 1d6+2 Cryptic Alliance members. See Table
soon others answer back. Within hours, there may be a hun- 4–4.
dred savages prowling the wilderness for the PCs. If they 81—90 Explorers. See Table 4–6.
catch the PCs, they torture them, kill them, and eat them, not 91—100 Roll Twice and Combine. Could be allies or
necessarily in that order. enemies.
Bare Patch: The explorers find a large bare patch in the
trees, where not much grows. The patch has a rectangular
shape. Underneath the bare spot is the flat ceiling of a home Haunted Laboratory: The explorers find an uninhabited
that got buried in a landslide long ago. If the characters dig dome that looks as though it’s never been taken over and
down and break through the ceiling, they find an unlooted used as a home, either for people or beasts. It has, however,
house. Giant mutated ferrets are using it as a den, so it’s been looted (if not thoroughly). Then a ghostly apparition of
musky, and the ferrets may return at any moment. In the a pure strain human attacks the group, draining life away
junk is great stuff, not all of it in great shape. with every touch. The apparition is the psychic echo of the
scientist who accidentally destroyed herself while trying to
use gear in the lab to transcend physical form. Play the
TREASURE apparition as a spectre.
The treasure that counts is relics. You can also deal
with treasures that aren’t relics but serve as trade
goods. Depending on the encounter, standard treasures
could include: everyday items of the Ancients (in more
or less good condition), animal pelts, canned (or other-
wise preserved) food, or useful tools and gear (see
Gear, page 30).

y0052d
 k Chapter 3
relics
RELICS ARE THE AMAZING WEAPONS AND TOOLS THAT THE
ANCIENTS MADE BEFORE THE BOMB. IN OMEGA WORLD, YOU ’RE
NOBODY IF YOU DON ’T HAVE AT LEAST ONE RELIC.

Whenever you need to generate a relic (see Chapter 4: force field for the wearer. Runs for 1 hour on a chemical cell.
Encounters and Chapter 5: Campaigns for examples of when Does not drain power while the force field is switched off.
this might happen), roll first on Table 3-1: Random Relic Powered Utility Armor: Like shell armor, but with mechan-
Status to determine the condition of the relic to be gener- ical servos that grant the wearer a 20 Strength and a ground
ated. Then, roll on Table 3-2: Random Relics, and follow the speed of 40 ft. Runs for 100 hours on an atomic energy cell.
directions from there. Sheath Armor: Padded, reinforced, layered armor, like
modern-day riot gear.
RELIC ARMOR DESCRIPTIONS Shell Armor: Like ceramic armor, but also airtight, with air
The more complete a set of armor is, the less well it fits filter, protecting the wearer from airborne poison, radiation,
someone whose body shape deviates from the human norm. pathogens, etc. Resist cold and fire 15.
A character can use the Tech (hard) skill to adapt nonpow-
ered armor to fit an unusual shape more or less well. Doing
so with powered armor requires Tech (zap) as well. The GM TABLE 3-2: RANDOM RELICS
sets the DC according to how far the body deviates from the d% Random Relic
human form and how rigid the armor is. In either case, the 01–10 Armor. Roll on Table 3–3.
armor has a chance of being ruined; roll for failure based on 11–30 Drugs. Roll on Table 3–4.
its status (see Table 3–1: Random Relic Status). 31–50 Energy Cells. Roll on Table 3–5.
Ceramic Armor: Articulated and light, resist cold and fire 10. 51–70 Grenades. Roll on Table 3–6.
Combat Shield: A light, sturdy shield made of a high-tech 71–80 Gun. Roll on Table 3–7.
plastic, with a clear screen to see through. 81–90 Melee Weapon. Roll on Table 3–8.
Flex Armor: Reinforced jumpsuit, resist cold and fire 5. 91-100 Tools. Roll on Table 3–9.
Personal Force Field: A backpack that generates a 10-point

TABLE 3-1: RANDOM RELIC STATUS

d% Status Operating? Failure Working (d% result)
01 Hazardous* Unfortunately Oh, yeah —
02–20 Broken Busted — —
21–50 Bad Busted 90% —
51–66 Bad Working, dry 90% —
67–70 Bad Working, juiced 90% 01–40
71–72 Good Busted 40% —
73–83 Good Working, dry 40% —
84–90 Good Working, juiced 40% 41–80
91–92 Perfect Working, dry 10% —
93–100 Perfect Working, juiced 10% 81–100
* Reroll to determine apparent status.

Status: This is what “shape” the artifact is in. Unless the relic is hazardous, a character can tell its status by examining it. If the
status is Hazardous, re-roll to see what shape it looks to be in.
Operating?: If you find a random relic, this is the chance that it works. Busted means it doesn’t work. Working, dry means it works
but it doesn’t have a charged energy cell. (If it doesn’t require an energy cell, then it’s working fine.) Working, juiced means it works
and is charged (if appropriate). Unfortunately means it’s working just well enough to blow your fingers off or something.
Failure: Make this roll after an item has suffered abuse, such as being swallowed (along with its owner) by a giant frog, or if its
owner has been killed in some spectacular way. If the roll indicates failure, then the item stops working and is degraded one level in
status. It will take a Tech skill check to get the relic working again. Oh, yeah means that it will fail spectacularly at the first available
opportunity.
Working: If you already know the relic is working, and you just want to see what shape it’s in, roll on this column. For example, if
an explorer gets a random working relic, roll on this column for the relic’s status.

y0036d
 TABLE 3-3: RANDOM RELIC ARMOR
Armor Force Armor Check Max
d% Armor Bonus Field Penalty Dex Type
1—20 Combat Shield +3 — –1 — shield
21—40 Flex Armor +4 — –1 +8 light
41—60 Sheath Armor +5 — –2 +7 light
61—70 Ceramic Armor +6 — –3 +5 light
71—80 Shell Armor +7 — –4 +4 medium
81—90 Powered Utility Armor +8 10 pts. –10 +8 powered
91—100 Personal Force Field — 20 pts. — — —

RELIC DRUG DESCRIPTIONS TABLE 3 5: RELIC ENERGY CELLS

Unless the GM is aiming at realism (or has a cruel streak),
these drugs work on nonhumans just fine. Multiple doses of a
drug do not have a cumulative effect, and heavy doses are
bound to have side effects, some permanent.
Alertness booster: A light blue pill packaged in pop-out
blisters. Lasts 4 hours.
Anti-radiation serum: Greenish fluid in a small, clear injec-
tor tube. One end of the tube has a “crown” that vibrates
when activated, using sonics to painlessly inject the fluid into
the recipient. Lasts 4 hours.
Anti-toxin: A pink fluid in a clear, plastic capsule. Twist
one end of the capsule off and swallow the fluid. Lasts 4
hours.
Haste inhaler: Red metal tube with a spout on one end. Put
the spout to your nostril and compress the tube to get a shot
of the medicine. It grants a +2 haste bonus to melee attacks, +2
haste bonus to AC (which goes away whenever you lose your
Dex bonus to AC), +30 ft. Speed (but not more than double
your unencumbered speed), and one extra attack whenever
you take the full attack action. Lasts 1 minute.
Immune system booster: A light green pill packaged in
pop-out blisters. Lasts 4 hours.
Muscle booster: A light red pill packaged in pop-out blis-
ters. Lasts 4 hours.
Restoration fluid: A yellowish fluid in a small, clear injec-
tor tube. One end of the tube has a “crown” that vibrates
when activated, using sonics to painlessly inject the fluid into
the recipient.
Rubber flesh: Cans of translucent, pink goo. When packed
into a wound, the goo turns into the appropriate sort of tis-
sue, repairing damage instantly. A character can apply one
dose per round.
Sustenance pill: A large green and white pill packed with all
the nutrition a person needs for a day. (You still need water.)
d% Cell Number
01–90 Chemical 1d10
91–95 Atomic 1
96–100 Atomic 1d4+1
RELIC ENERGY CELL DESCRIPTIONS
There are only two kinds of energy cells, and all powered
items run on one or the other.
If the GM is aiming at realism or at hosing the PCs, how-
ever, it could be that each powered item uses a unique
energy cell. If so, instead of rolling on Table 3–5 for the type
of cell, roll as if for a random relic on Table 3–2. The energy
cell found is for the relic rolled, and only works for that relic.
Reroll if you get a nonpowered relic.
Atomic Energy Cell: A metal cylinder 1 foot tall and 8
inches across, weighing 200 lb. It generates a powerful
charge and powers gear for a long time. Only high-end relics
use atomic energy cells.
Chemical Energy Cell: A fat metal cylinder 2 inches long.
Most powered items use chemical energy cells.
GRENADE DESCRIPTIONS
See Chapter 2: Combat & Free-Form Experience for
grenade rules. Each grenade has two damage listings, the
higher damage is for a direct hit, and the lower damage is for
everyone in the blast radius.
Black Blast: A burst like the beam from the black ray weapon.
Blaster: A burst of energy like that from a blaster weapon.
Frag: A burst of shrapnel. Damage Reduction reduces dam-
age from a frag grenade.
Stun: A burst of energy like that from a stun gun.
Torc: A disintegrating burst like that from a torc gun.
Wave: A burst of invisible energy like that from a wave gun.

TABLE 3-4: RELIC DRUGS

d% Medicine Doses Effect
01—30 Rubber flesh 1d6 cures 2d6 damage
31—40 Alertness booster 1d6 +4 Initiative, Spot, Listen, Search
41—50 Anti-radiation serum 1d4 suffer 5 less radiation damage per round
51—60 Anti-toxin 1d12 +10 on Fort saves versus poison
61—70 Haste inhaler 1d4 haste for 1 minute
71—80 Muscle booster 1d6 +4 Strength for 1 hour
81—90 Restoration fluid 1d10 each dose heals 1d4 ability damage
91—95 Immune system booster 1d8 +10 on Fort save vs. diseases
96—100 Sustenance pill 1d100 1 day’s nutrition in a pill

d0037y
 TABLE 3-6: RELIC GRENADES
Range Burst Direct Burst
d% Grenades Increment Radius Damage Damage Weight
1—40 1d8 frag 20 ft. 30 ft. 4d6 2d6†† 2 lb.
41—70 1d4 blaster 20 ft. 20 ft. 6d6 3d6†† 2 lb.
71—80 1d6 stun 20 ft. 20 ft. 3d6§ 2d4§ 2 lb.
81—90 1d4 wave 20 ft. 20 ft. 6d6* 3d6* 2 lb.
91—95 1d3 black blast 20 ft. 10 ft. 4d6**/DC 18 2d6**/DC 13 2 lb.
96—100 1d3 torc 20 ft. 10 ft. 3d6†/DC 16 2d4†/DC 11 2 lb.
* Damage only affects robots, zap tech weapons, and force fields.
** Plus death unless the creature succeeds at a Fortitude save, DC 18 for a direct hit and DC 13 for others in the blast radius.
† Plus disintegration unless the creature (or object or force field) succeeds at a Fortitude save, DC 16 for a direct hit and DC 11 for
others in the blast radius.
†† A successful Reflex save (DC 15) reduces damage to a creature in the blast radius by half. (Creatures hit directly are not allowed a
Reflex save to reduce damage.)
§ The weapon deals subdual damage rather than normal damage.
Grenades: See descriptions, above.
Range Increment: As usual, you can throw a weapon up to 5 range increments.
Burst Radius: If you’re on a grid, center the burst on an intersection (as with a spell).
Direct Damage: A grenade deals this damage to all creatures within 5 ft.
Burst Damage: A grenade deals this damage to all creatures outside 5 ft. but within the burst radius.

RELIC GUN DESCRIPTIONS
All these weapons (other than the flamer and gunpowder
gun) are powered by chemical cells. Any time you make an
attack roll with such a weapon and the roll is a natural 1, the
energy cell has run out of juice and the attack does not go
off. Replacing an energy cell is a move-equivalent action
(and so is getting a fresh cell from your pack, or wherever
you’ve stowed it). If an attack doesn’t require a roll, roll a die
anyway just to see whether the cell runs out.
All guns, others than those that projects cones, are capa-
ble of autofire. (See Autofire on page 33.)
A character gains proficiency in all these weapons by tak-
ing the feat Relic Weapon Group Proficiency (relic ranged
weapons).
Black Ray [pistol, rifle]: The black ray deals no damage to
a creature protected by a force field (and no damage to the
force field). Some say that the ray is so black that you can
see it in pitch darkness as a line of even deeper darkness.
Blaster [pistol, rifle]: A blaster projects a bolt of disrupt-
ing energy, damaging to living and nonliving things alike.
Damage from a blaster is not divided by 2 when dealt to an
inanimate object.

TABLE 3-7: RELIC GUNS

d% Weapon Size Damage Critical Range Weight
01–10 Blaster Pistol, Mark V Medium-size 4d6 17–20 30 ft. 2 lb.
11–20 Blaster Rifle, Mark VII Large 6d6 17–20 60 ft. 6 lb.
21–30 Gunpowder Pistol Medium-size 2d6 20/x5 30 ft. 2 lb.
31–40 Gunpowder Rifle Large 3d6 20/x5 60 ft. 6 lb.
41–50 Laser Pistol Medium-size 3d6 19–20 60 ft. 2 lb.
51–60 Laser Rifle Large 4d6 19–20 120 ft. 6 lb.
61–65 Flamer Large 4d6 fire† — 30 ft. cone 20 lb.
66–70 Sonic Pistol Medium-size 2d6 sonic — 30 ft. cone 3 lb.
71–75 Sonic Rifle Large 3d6 sonic — 30 ft. cone 6 lb.
76–80 Stun Pistol Medium-size 3d6 § 20 30 ft. 2 lb.
81–85 Stun Rifle Large 4d6 § 20 60 ft. 6 lb.
86–88 Black Ray Pistol Medium-size 4d6*/DC 18 20 30 ft. 2 lb.
89–91 Black Ray Rifle Large 6d6*/DC 20 20 60 ft. 6 lb.
92–94 Torc Rifle Large 3d6**/DC 18 20 60 ft. 6 lb.
95–97 Wave Pistol Medium-size 4d6†† — 30 ft. 2 lb.
98–100 Wave Rifle Large 6d6†† — 60 ft. 6 lb.
* Plus make a Fortitude save or die. DC for the pistol is 18. DC for the rifle is 22.
** Plus make a Fortitude save (DC 16) or be disintegrated.
† Reflex save (DC 18) for half damage.
†† Damage only affects force fields, robots, and zap tech gear.

y0038d
 TABLE 3-8: RELIC MELEE WEAPONS
d% Melee Weapon Size Damage Critical Weight
01–40 Vibro blade Medium-size 3d6 18–20 2 lb.
41–70 Energy mace Large 4d6 20 5 lb.
71–90 Stun whip Medium-size 1d4§ 20 3 lb.
91–100 Laser sword Medium-size 3d6 17–20 2 lb.

Flamer [rifle only]: Tubes connect this weapon to the

backpack that fuels it. A random flamer comes with enough TABLE 3-9: RELIC TOOLS
fuel for 1d12 uses. d% Tool Cell Weight
Gunpowder [pistol, rifle]: Yes, that’s a x5 multiplier on the 01—20 Anti-grav sled atomic 600 lb.
critical. Sometimes, a bullet just hits meat, and you’re proba- 21—40 Communicators chemical 1/10 lb.
bly OK. Sometimes in spirals through your brain, and you’re 41—60 Goggles chemical 1/4 lb.
quite dead. 61—70 Bio analyzer chemical 1 lb.
A random gunpowder weapon comes with 1d100 rounds of 71—80 Solar recharger — 5 lb.
ammunition. 81—90 Sonic imager chemical 3 lb.
Laser [pistol, rifle]: A laser beam can reflect off a mirror, 91—100 Tractor wand chemical 1 lb.
striking whatever you have sighted in the mirror (if your aim
and the mirror are both good).
Sonic [pistol, rifle]: Though its range is short, a sonic RELIC MELEE WEAPON DESCRIPTIONS
weapon is a sure hit. You become proficient with all these weapons with the feat
Stun [pistol, rifle]: The beam from this weapon disrupts Relic Weapons Group Proficiency (relic melee weapons).
neural activity. It has no effect on a force field, on robots, or All these weapons are powered by chemical energy cells.
on plants. Any time you make an attack roll with such a weapon and
Torc [rifle only]: If the torc ray hits a large object, it disin- the roll is a natural 1, the energy cell has run out of juice.
tegrates a 10-foot cube. If the torc ray hits a force field, the Replacing an energy cell is a move-equivalent action (and so
creature protected makes a Fort save for the force field (a is getting a fresh cell from your pack, or wherever you’ve
d20 with no bonus). If the force field fails the save, it’s stowed it). If an attack doesn’t require a roll, roll a die any-
dropped to 0 hp strength, but it can rebuild itself normally. way just to see whether the cell runs out.
Wave [pistol, rifle]: The invisible beam from this weapon Energy Mace: A big, energized club, easy to swing, hard
damages force fields, robots, and zap tech gear, but it to withstand. Damage Reduction reduces damage from an
doesn’t harm living things or simple, inanimate objects. energy mace.
Some claim that they can feel the beam as a “sparkles” in Laser Sword: I have to call it a “laser sword,” but you
their heads, but some people will say anything. don’t have to.
Stun Whip: Like a normal whip (effectively a short-
range ranged weapon), but one that delivers an electric

RAMON PEREZ

d0039y
 shock calibrated to stun living creatures. The stun has no
effect on robots.
Vibro Blade: A force field shaped liked a sword.
RELIC TOOLS DESCRIPTIONS
Anti-grav sled: A 10 ft. by 5 ft. flat sled that floats about
5 ft. off the ground. It can carry up to 20 tons.
Bio analyzer: A handheld device with a display screen. It
analyzes the body and medical condition of anybody it’s
“pointed” at (out to a range of a yard). One needs Tech
(med), knowledge of the Ancient tongue, and literacy to
interpret the results. The analyzer reveals illness, poisons,
injuries, radiation poisoning, etc. Results when used to ana-
lyze nonhumans (and especially nonmammals and inverte-
brates) are uncertain.
Communicators: Small, handheld devices that transmit
sound, images, and text to each other. They can be set to a
variety of frequencies. Usually come in pairs.
Goggles: Grant low-light vision, darkvision (60 ft.), flash
protection, tinting in response to bright light, short-range
magnification, and long-range telescopic vision.
Solar recharger: Recharges chemical cells 1/day.
Sonic imager: A flat, slightly flexible tile 1 foot across,
with a display screen. Put it up to a solid surface, and it dis-
plays images of the object’s internal structure. Adjusting
scale, depth, and angle allows one to display a rough repre-
sentation of rooms on the other sides of walls or a
machine’s inner workings. Probing explosives with sonic
imaging vibrations is a tricky task best left to characters
with wicked defects.
Tractor wand: Sends a tractor beam that holds and lifts
things with the equivalent of 20 Strength. Works out to 30 ft.
range. A Reflex save (DC 20) allows a target to wriggle free
when the beam first tries to grab hold. After that, it’s
Strength versus Strength. If the victim has to struggle with-
out anything to grab onto or a surface to push off against
(like if they’re up in the air), their Strength check is at –5.
The tractor beam can’t “manipulate” anything, just push and
pull it around.
CAMPAIGN-CHANGING RELICS
These are rare, not because they’re too powerful, but
because they work against party cooperation. If one charac-
ter in the party (and only one) gets armageddon armor, then
that character is home free in any encounter that the other
explorers can handle, and the other characters are toast in
any encounter that threatens the character in armor. Don’t
bring out this stuff until there are enough relics in the party
that these relics don’t dominate. (But don’t wait until they’re
uninteresting, either.)
TABLE 3-10: CAMPAIGN-CHANGING ARMOR
Armor
Armor Force Check Max
Armor Bonus Field Penalty Dex
Powered Defender +10 50 pts. –10 +8
Powered Assault +9 30 pts. –10 +8
Armageddon +12 50 pts. –10 +8
y0040d
Campaign-Changing Relic Descriptions
Armageddon Armor: See table 3–10: Campaign-changing
Armor. Like powered assault armor, plus a minimissile
launcher along the right arm, with 10 minimissiles.
Additionally, the helmet has a built-in haste inhaler, with six
charges. The armor requires 3 atomic energy cells for 100
hours of operation.
Bubble Car: This vaguely saucer-shaped, glossy black
vehicle can carry 20 passengers (or 3 tons of cargo). On
anti-grav propulsion, it can fly anywhere, even to outer
space or to the bottom of the ocean. It has a 200 point force
field for emergencies. It runs on solar energy (and must be in
the sun for at least 10 hours every three days). But it has an
atomic energy cell for emergency use (12 hours). Maximum
speed: Mach 10.
Jet-cycle: A motorcycle with jet assists for high ground
speed (200 mph) and jet propulsion for full on flight (400
mph). Carries one driver and one passenger. Military ver-
sions are outfitted with force fields (50 points) and
6 minimissiles.
Life Ray: This miraculous device can sometimes restore
the dead to life. It has a chance to raise someone only within
24 hours of death. The base chance is 50%. If death was rel-
atively kind to the corpse (such as asphyxiation), the chance
is 75%. If the death was relatively damaging (such as a frag
grenade), the chance is 25%. If there’s really nothing left to
be brought back (such as blown to bits or disintegrated), then
there’s no chance.
Minimissile: A minimissile is a foot-long, self-propelled
missile, shot from a launcher like a grenade-like missile (range
increment 500 ft., scatter 1d6 per 500 ft.). The minimissile
deals 10d6 on a direct hit, or 5d6 to everyone in the burst
area (50 ft. radius). Using the minimissile requires the Relic
Weapons Group Proficiency (relic heavy weapons) feat.
Powered Defender Armor: See table 3–10: Campaign-
changing Armor. Similar to powered utility armor, but with
flight capability.
Powered Assault Armor: See table 3–10: Campaign-chang-
ing Armor. Like powered utility armor, but with flight capabil-
ity, a laser weapon in each forefinger (treat as a pistol that
doesn’t need a separate chemical cell), and a grenade
launcher with 20 grenades (roll randomly for type). In the
launcher, a grenade has a range increment of 50 ft. (and
only scatters 1d6 ft. per 50 ft.) Using the grenade launcher
properly requires the Relic Weapons Group Proficiency (relic
heavy weapons) feat. The helmet’s visor has all the visual
capabilities of relic goggles. The armor requires 2 atomic
energy cells for 100 hours of operation.
Str Speed Type
24 40 ft., fly 60 ft. (average) powered
26 40 ft., fly 100 ft. (avg.) powered
28 40 ft., fly 100 ft. (avg.) powered
 p Chapter 2
Combat and
Freeform experience
SURVIVING THE POST-BOMB LANDSCAPE REQUIRES UNDER-
STANDING A FEW MINOR RULES DIFFERENCES BETWEEN
OMEGA WORLD AND DUNGEONS & DRAGONS.

Relic Weapons protection (total) against relic attacks (but not less than 0
in Combat points of protection).
Use these rules for relic weapons in combat.
RELIC WEAPONS AND ATTACKS OF
RELIC WEAPONS AND ARMOR OPPORTUNITY
Normal armor is not very effective against relic weapons. Firing a gun does not draw an attack of opportunity, as using
How Relic Weapons and Armor Work: Against regular an archaic ranged weapon does.
attacks, Narms’s Dex and half-metal armor give him an AC Throwing a grenade does draw an attack of opportunity.
of 17. Against relic attacks, however, it’s only 12. Leonard,
wearing flex armor, has an AC of 15, even against relic THROWING GRENADES
attacks. Grenades are grenade-like weapons. (You probably already
Relic Armor Class: Relic weapons blow right through most had that figured out.)
regular and natural armor. Normal armor is weaker against Since Omega World is a dangerous place, and Omega
relic attacks than against normal attacks. Relic armor, on the World grenades have really big “splash” areas, grenades fall
other hand, was built to withstand relic weapons, and it func- further from their mark than in D&D. When rolling for dis-
tions normally against them. tance for a scattering grenade, the distance from the mark is
Relic weapons ignore the first 5 points of non-relic 1d6 per 20 ft. the grenade was thrown (1d6 per range incre-
armor. Against a relic weapon, a creature has a special ment), with a minimum of 1d6 ft.
armor class, called the relic armor class, “RAC.” This is 5 less For example, Kokbuk throws a grenade 50 ft. and
than the creature’s normal AC, but not less than the crea- misses. The player rolls 2d6 and gets 9, so the grenade
ture’s touch AC. lands 9 feet away.
Another way to think of it is that a creature’s natural
armor, artificial armor, and shield are worth 5 points less Reserve Points
Each character has a
reserves score, repre-
senting their capacity to
recover quickly from
injury. Characters use
reserves to replenish lost
hit points. Thus, charac-
ters may be wounded and
near death by the end of
a fight but then recover
to full strength (or nearly
full strength) before the
next fight begins. Still,
they can’t take a beating
over and over again with-
out depleting their capac-
ity to recover. Reserve
points effectively double
the number of hit points a
character can lose over
the course of multiple
fights but do not increase
the amount of damage a
character can withstand
in a single fight.

TOM FOWLER

y00032d

How Reserve Points Work: Narms has 22 hit points, so he
also has 22 reserve points. In a battle with psychic rats, he
suffers 6 damage, dropping his hit points to 16. After the
fight (over the course of 6 minutes), his reserve points
“convert” to hit points. His new hit points score is 22, and his
new reserve score is 16. During the next fight, he suffers 24
damage, drops to –2, bleeds for five rounds, and finally stabi-
lizes at –7. Over the next 16 minutes, his last 16 reserve
points convert to hit points. After the first 7 minutes he’s
conscious but disabled (0 hp). After the 8th minute, he’s back
on his feet (1 hp), and after all 16 minutes he’s up to 9 hit
points and 0 reserves.
Narms gets a day of rest. He gets 6 hit points back (dou-
ble his level), so he’s up to 15 hp. Another day gives him 6
more: 21 hp. (He’s still at 0 reserves. If he regained any
reserves, they’d just convert to hit points anyway.) After the
third day of rest, Narms has full hit points (22) and 5 reserve
points (the rest of the day’s 6 points of healing). In another
three days, his reserves will be back at full, too.
Reserve Points Score: A character’s reserves score
equals their baseline hit points. A character with 17 hit points,
for example, has 17 reserve points as well.
Reserve points automatically convert to hit points at the
rate of 1 per minute of non-strenuous activity (such as hik-
ing, but not climbing, swimming, or fighting). For each hit
point gained in this way, the character also reduces subdual
damage (if any) by 1. If the character has only subdual dam-
age, they can convert reserve points to reduce subdual dam-
age at the rate of 1 per minute (representing pushing
oneself), or they can let the subdual damage recover nor-
TOM FOWLER
mally (at the standard rate of 1 per character level per hour).
Replenishing Reserve Points and Hit Points: For healing,
treat hit points and reserve points interchangeably. Healing
increases the hit points score up to the baseline score, and
excess healing restores reserve points. Since characters
effectively have twice as many hit points as in the D&D game,
healing is twice as fast: 2 points per Hit Die per day of rest.
Constitution Bonus and Reserves: Changes in your Con
bonus affect reserves just as they affect hit points. If your
Con goes up or down, your reserves go up and down, just
as your hit points do. If your reserves drop below 0, the
excess damage is hit point damage.
For example, Kokbuk has been knocked around today, and
now he gets poisoned. His hit points were at full, 28, but his
reserves were down to 5. The poison deals 7 Con damage,
dropping his Con modifier from +2 to –1. He loses 3 points
off each of his 3 Hit Dice, so his hit points and his reserves
each drop 9 points. His hit points drop to 19, and his
reserves drop to –4. The excess loss in reserves comes off
hit points, so his final statistics are 15 hp and 0 reserves,
representing a total of 18 points of damage.
Vitality Points: Reserves are like vitality points in the Star
Wars RPG in that they’re a system to allow characters to
recover quickly from wounds. But they do not work the
same way. You don’t, for example, take damage to your
reserves first, so get that out of your head.
Autofire
Most relic guns have autofire capability, meaning you can
fire multiple times in a round.
d00033y

TABLE 2-1: MULTIPLE AUTOFIRE ATTACKS
Extra Normal With
Attacks Penalty Multifire
one –4 –2
two –6 –4
three* –8 –6
*Only possible if you have the Rapid Shot feat.
Extra Attacks: How many extra attacks the character makes
as part of a full attack.
Normal Penalty: Apply this penalty to all shots for the round.
With Multifire: Apply this penalty instead if the character has
the Multifire feat.
With an autofire weapon, you may use the full attack
option and fire one or two extra times. If you fire one extra
time, all your shots (including the first) until your next action
are at –4 (unless you have the Multishot feat, in which case
they are all at –2). If you fire two extra times, all your shots
(including the first) until your next action are at –6 (unless
you have the Multishot feat, in which case they are all at –4).
In addition to those attacks, you can also use Rapid Shot
(if you have it) to gain one additional shot, with an additional
–2 penalty on all shots.
Psychic Attacks
Any creature with a psychic attack can gain ranks in the
Psychic Attack skill (which uses a Cha modifier), but you have
to take it as a class skill if you don’t want to pay two for one.
The attacker’s skill check result is the defender’s Will save DC.
Psychic attacks usually have “one living creature” as their
target (as for a spell), and using a psychic attack is a stan-
dard action. Using a psychic attack (or a psychic power gen-
erally), does not draw attacks of opportunity.
Force Fields
A force field is an imperceptible pattern of energy. Under
certain conditions, it suddenly “manifests” as a force that
negates incoming energy. (This looks like a crackling, blue-
white “snowflake” or “burst” that appears where the energy
strikes the field. The “burst” makes a crackling sound and
lasts an instant.)
How Force Fields Work: Tim powers up his 7-point force
field. It takes 7 minutes to get the force field from 0 to 7 hit
points in strength. He gets into battle and suffers 5 damage,
which comes off the force field, dropping it to 2. (Attacks
against Tim are touch attacks, since his armor is beneath the
force field.) Over the next 3 minutes, the force field rebuilds
itself to 5 points, and then Tim is attacked again. An ark’s
club deals 14 damage to him. The first 5 come off the force
field. The ark makes a second attack roll for the remaining 9
points and misses, so the extra damage is lost.
Attacks: Attacks against a force field are touch attacks, as
the blow does not have to penetrate the defender’s armor in
order to damage the force field.
If the force field runs out of hit points and there’s more
damage coming in from the attack, the attacker may make
another attack roll to deal the remaining damage to the
y00034d
defender. (This time, it’s a normal attack roll, not a touch
attack.) If the attack didn’t require an attack roll (such as
damage from a sonic gun), then it deals excess damage to
the defender without needing to make the attack roll.
If there’s a save for reduced damage (as with a frag
grenade), then the character makes the save and determines
how much damage is coming in before the damage is applied
to the force field.
Force Fields and Special Attacks: The force field negates
kinetic energy (thus absorbing damage from melee weapons
or falls from great heights), as well as coherent light (lasers),
disintegrators, black rays, blasters, cold, fire, electricity, and
sonics. (Cold is not an energy, but the force field protects
against heat moving out as well as heat moving in.) Since
acid isn’t an energy in the science fiction sense, just a liquid,
it does no more damage to a force field than the same
amount of water would. Likewise, black rays are negated by
force fields without damaging the field. Disintegrators, how-
ever, can disintegrate force fields as if they were objects; the
force field’s save is at +0.
Rebuilding Force Fields: Each time the force field negates
energy, the lattice or pattern of energy suffers damage and
breaks apart a little bit. Eventually, the damage accumulates
and shuts the force field down. A damaged or shut down
force field can rebuild itself, but at the slow rate of 1 point
per minute (not much help in combat). A force field shut
down by a disintegrator rebuilds itself normally from 0.
It takes 1 minute per hit point to power a force field up
(the same rate as “rebuilding” a damaged force field, since
powering it up and rebuilding it are basically the same thing).
Switching Force Fields Off: A force field can be “switched
off.” While off, it has no effect. It can be switched back on
again, at the strength it had when it was switched off. (This
option is used mostly for force field doors and walls.)
Stacking Force Fields: Two force fields can’t “fit” in the
same space, even if one of them is “switched off.” A
“switched off” force field still occupies the space; it just
doesn’t interact with incoming force.
Radiation
Radiation deals Con damage. The amount of Con damage
depends on the radiation’s intensity. Theoretically, radiation
can be of any intensity, but these four levels of intensity are
standard.
TABLE 2-2: RADIATION INTENSITY
Intensity Glow Con Damage
Trace None 1d6 per day
Cool Faint 1d6 per hour
Warm Dim 1d6 per minute
Hot Bright 1d6 per round
A faint glow is only visible in darkness. A dim glow can cast
pale shadows. A bright glow hurts the eyes.
For each point of Con damage that a creature suffers
from radiation, there’s a 10% chance that the creature also
develops a mutation or defect. Roll for each point sepa-
rately; don’t combine them into a single roll over 10%. If
you’re due for some radiation-fueled change, roll on Table
2-3: Random Permanent Change to determine if you’ll be
getting better or worse.
 If a creature rolls “stock mutation”
as a result of radiation, treat that as the
“Resist Radiation” mutation. Some
mutants, when exposed to radiation,
develop resistance to it.
TABLE 2-3: RANDOM
PERMANENT CHANGE
d% Permanent Change
01–30 Roll a random mutation
31–100 Roll a random defect
Poison
The DCs for a poison’s secondary dam-
age is +5 higher than the normal DC.
This rule represents how the effects of
poison usually increase over time. It
also makes poisons scarier.
Free-Form
Experience
You can use the standard XP system presented in the Player’s Handbook to deter-
mine when an Omega World character deserves to gain a level. Free-form experi-
ence, however, is easier to handle and better represents experience for various
non-combat encounters.
At the end of each session, the GM assigns XP based on how the explorers
interacted with the creatures, NPCs, and hazards of Omega World. Everyone in the
party gets that number of XP for the session.
Explorers earn XP by exploring, not by winning. As you can see on Table 2-4:
Experience Awards, you can learn as much from failure as from success.
(Actually, those that survive learn as much from failure as from success.)
Some GMs like to give a separate award for each character based on how
much that character accomplished. The problem with that system is that it too
often rewards a player for hogging the action instead of working with the other
players as a teammate.
GMs, see Pacing in Chapter 5: Campaigns.

TABLE 2-4: EXPERIENCE AWARDS

Actions XP Award Example
Nothing Happened 0 XP Explorers huddle in cave hoping nothing finds them, and nothing does.
Nothing ventured, nothing gained.
Mediocre Adventuring 500 XP Explorers look around but avoid encounters, skirt ruins, hide from passing
savages, etc.
Standard Adventuring 2,000 XP Explorers look around, mess with relics, search ruins, taste-test mutated
fruit, fight voracious giant ladybugs, establish nonviolent contact with sav-
ages, find clues to the whereabouts of a cryptic alliance, etc.
Spectacular Failure 5,000 XP Explorers provoke a deathbot attack that destroys a friendly village, kills
half of them, and sends the rest fleeing in all directions without their gear.
Spectacular Success 5,000 XP Explorers lure a deathbot into a trap and destroy it.

MIKAEL NOGUCHI

d00035y
 h Chapter 1
Characters
YOU PLAY AN “EXPLORER.” EXPLORERS MIGHT BE PURE
STRAIN HUMANS, MUTATED HUMANS, OR MUTATED ANIMALS.
THEY BEGIN THEIR CAREERS WITH RUDIMENTARY GEAR AND
RUDIMENTARY KNOWLEDGE OF THE WORLD. IF THEY’RE LUCKY,
THEY GAIN EXPERIENCE, POWER, KNOWLEDGE, AND HIGH-TECH
“RELICS.” IF THEY’RE UNLUCKY THEY GET BLASTED TO
NOTHINGNESS BY TORC GRENADES OR HAVE THEIR LEGS
CHEWED OFF BY GIANT LADYBUGS.
Character
Background Your GM may have a special campaign starting point that
While each explorer’s life story is unique, you can figure that changes these defaults.
the typical explorer. . .
. . . grew up in a stable tribe or village, but left that com- Creating a Character
munity behind (often because it got nuked by rampaging 1. Choose to be either a pure-strain human or a mutant (of
supremacist deathbots). random mutant stock).
. . . has heard stories about the Golden Age before the 2. If you’re a mutant, roll for your mutant stock (Table 1—1).
Bomb and knows that we all live in an age of suffering and 3. If you’re a mutant, roll on Table 1–3: Random Mutations until:
destruction. a. You don’t want to roll anymore, or
. . . has heard stories of armies of robots out to kill all liv- b. The total value of your mutations exceeds 10.
ing things, of peaceful lands where people of all kinds live 4. If you have any mutations, roll on Table 1–4: Random
together in harmony and prosperity, and of hidden relics that Defects until the total value of your defects exceeds the total
will give whoever finds them godlike power. value of your mutations.
. . . knows what a gun is and generally how it works but
has never fired one. TABLE 1-1: RANDOM MUTANT STOCK
. . . can’t read or write, but understands that the Ancients Mutant Starting
captured their speech in mysterious marks that some people d% Stock ECL Class Level
today can still decipher. 01–35 Human +1 3rd
. . . knows vaguely what’s north, south, east, and west of 36–60 Hairy +2 2nd
wherever the campaign starts. 61–80 Clicky +2 2nd
. . . thinks the world is flat and that the stars are little 81–100 Scaly +2 2nd
lights way up in the air. ECL: Effective character level. For purposes of XP, the
. . . has occasionally met strange and wonderful travelers mutant is 1 or 2 levels above its actual level.
from distant lands.

TABLE 1-2: MUTANT STOCK STATISTICS

Mutated
Human Clicky Hairy Scaly
Abilities Normal –2 Dex +2 Dex +2 Str
+6 Con +2 Con –2 Int
–4 Int –2 Int –2 Cha
–4 Cha
Speed 30 ft. 30 ft. 40 ft. 30 ft.
Climb 5 ft.
Size Medium-size Medium-size Medium-size Medium-size
Stock Mutations None Exoskeleton Fur Claws
Scent Low-light vision Scales
Tremorsense Tail
Random 01–40 Brain Bite 01–40 Heightened 01–40 Rage 01–30 Poison Bite
Stock Mutations 41–70 Force Field Intelligence 41–70 Great Reserves 31–60 Regeneration
71–100 Energy Drain 41–70 Poison Bite 71–100 Haste Self 61–80 Chameleon Skin
71–100 Blindsight 81–100 Immunity—Poison

Stock Defect Smaller Crude Hands Heightened Metabolism Poor Respiratory System
ECL +1 +2 +2 +2
Starting Class Level 3rd 2nd 2nd 2nd

y0016d
 CHARISMA AS PSYCHE
In Omega World, think of Charisma as “Psyche.” It repre-
sents the character’s inner power. That’s why psychic
attacks are based on it.

5. Roll abilities (organic method from the DMG). Add +1 to

one ability score if you’re a pure strain human (because your
character level is 4).
6. Determine skills, feats, and hit points, as a 4th-level
character with the explorer class (see page 28).
7. Choose basic gear and roll for special gear.

Character Stock
For your character’s stock (“race”), choose either to be a
pure-strain human or to roll on Table 1–1: Random
Mutant Stock. Stock traits for mutants are summa-
rized on Table 1–2: Mutant Stock Statistics.
Unless defects prevent it, a mutated human,
clicky, hairy, or scaly can use gear as a human can.

PURE-STRAIN HUMAN
These are humans as we know and love them,
without mutations or defects. Pure-strain humans
don’t have the advantageous mutations of the
mutants, but they are adept with high-tech
devices.
In addition to their standard benefits of being
a human (bonus feat and bonus skill points), a
pure-strain human can take tech skills as class skills.
Pure-strain humans (along with mutated humans) are
smarter than clickies, hairies, and scalies.
Pure-strain humans represent the ideal human form,
and mutants regard them with awe and envy. At least
that’s what pure strain humans tell themselves.
For reasons lost in the mists of history, pure-
strain males are known as “adams” and females are
known as “eves.”

MUTATED HUMAN
Mutated humans are more or less human-looking, depend-
ing on their mutations. Some regard the pure-strain human
form as an ideal, while others reject it as outdated.
Mutated humans do not have the standard human benefits.
Mutated humans (along with pure-strain humans) are
smarter than clickies, hairies, and scalies.
Some mutated humans regard themselves as the next
step in human evolution, and figure it’s only a matter of
time until people like them are the new dominant
species across the globe.

CLICKY
“Clickies” are mutated, vaguely humanoid arthro-
pods, mostly beetles (because arthropods are mostly
beetles). Clickies do not have strong social instincts, but they
work with each other and with other creatures for practical
reasons. Others trust them, figuring they’re too stupid to RAMON PEREZ
trick anyone.
Their larvae are not sentient.

d0017y
 TABLE 1-3: RANDOM MUTATIONS

d% Mutation Summary Value

1 Amazing Fortitude +10 on Fortitude saving throws 1
2 Amazing Reflex +10 on Reflex saving throws 1
3 Amazing Will +10 on Will saving throws 1
4 Blindsense Pinpoint (but don’t “see”) creatures within 30 ft. 1
5 Chameleon Skin +20 Hide (when not wearing armor) 1
6 Climbing Hooks 10 ft. climb speed 1
7 Double Healing Recover from damage at double speed 1
8 Fleet Feet +10 ft. Speed 1
9 Immunity Poison Immune to poison 1
10 Immunity Psychic Immune to psychic effects 1
11 Keen Ears +20 Listen 1
12 Keen Eyes +20 Spot 1
13 Keen Nose Scent 1
14 Low-light Vision Low-light vision 1
15 Padded Feet +10 Move Silently 1
16 Resist Radiation Negate 12 radiation damage per day 1
17 Swimmer 5 ft. swim 1
18 Tail +4 Balance, Jump, Swim 1
19 Tentacles Improved Grab 1
20 Tremorsense 30 ft. 1
21 Uncanny Dodge As 5th-level barbarian 1
22 Blindsight 10 ft. 2
23—24 Claws Natural weapon, counts as armed, 1d6 damage 2
25 Darkvision 60 ft. 2
26 Dual Brain +2 Int, Wis, Cha; two Will saves 2
27 Empathy Sense others’ feelings 2
28—29 Fur +2 natural armor, cold resistance 5 2
30—31 Horns 2d4 damage, double damage on a charge 2
32 Leech Damage Touch, remove 1d6 damage from target creature and suffer
that much damage yourself 2
33 Overpowering Stench Adjacent creatures suffer –2 attacks, checks 2
34 Quills Extra attack (no penalty) for 1d6 damage when grappling 2
35 Spring Legs +10 ft. Speed, +30 Jump 2
36 Tougher +2 hp/HD 2
38 Acidic Bite 1d6 bite + 1d6 acid 3
39 Carapace + 6 natural armor, –2 Dex 3
40 Great Reserves Reserves = double hit points (instead of = hit points) 3
41 Haste Self 6 rounds/day 3
42 Heightened Charisma +10 to Charisma 3
43 Heightened Intelligence +10 to Intelligence 3
44—45 Pincers 2 pincers, 1d6 damage, hit with both = bonus damage 3
46—47 Regeneration Convert 5 reserve points to hit points
each round as an automatic action 3
48—49 Scales +3 natural armor 3
50 Shaper Alter self, 10 minutes, does not affect clothing, etc.; 1/day 3
51 Telepathy Read and speak to others’ minds 3
52 Force Field 10 points 4
53 Heightened Wisdom +10 to Wisdom 4
54—55 Light Warp Disturb light (as blur) for 5 rounds, 3/day 4
56—57 Lightning Touch Touch attack for 6d6 electrical damage, once per day 4
58 Psychic Double You’re comatose, your double is incorporeal, 10 minutes, 1/day 4
59—60 Psychic Healing Cure 2d6, 6d6/day 4
61—62 Rage Barbarian rage, 1/day 4
63 Dimension Slip Go ethereal for 6 rounds, 1/day 5
64 Extra Arm 1 extra one-handed attack (no penalty) or shield 5
65 Levitate Self Self only, 3/day 5
66—67 Poison Bite 1d6 damage + poison 5
68—69 Telekinesis As spell, caster level 5, 3/day 5

y0018d
 TABLE 1-3: RANDOM MUTATIONS (CONTINUED)

d% Mutation Summary Value

70 Time Slip Disappear for up to 5 rounds, then two of you appear
for that many rounds, at the end of which one of them
(randomly) disappears 5
71 Wings 6 rounds per hour 5
72—73 Brain Bite Psychic attack vs. Will, 2d4 damage, close range 6
74—75 Cryogenesis Psychic attack vs. Will, 1d6 cold damage 6
76 Displacement As spell, 5 rounds, 3/day 6
77 Exoskeleton +5 natural armor 6
78 Heightened Constitution +10 to Constitution 6
79 Heightened Dexterity +10 to Dexterity 6
80 Heightened Strength +10 to Strength 6
81 Life Leech Deal 1d6 damage to all within 30 ft., gain
that damage as temporary hit points, 1/day 6
82—83 Bigger 1 size category 7
84—85 Energy Drain Energy drain, touch, psychic attack vs. Will save,
gain 5 hp/success, 6/day 7
86 Leech Strength Touch attack, deal 1d4 points of Strength damage and gain a
bonus to your own Strength (but multiple boosts don’t stack) 7
87 Extra Arms 1 extra two-handed attack or 1 extra one-handed attack + shield 8
88 Light Slip Invisible for 5 rounds, 1/day 8
89—90 Sonic Blast 30 ft. cone, 1d6 sonic damage, no save 8
91—100 Stock Mutation See Table 1-2: Mutant Stock Statistics —

HAIRY each hour (1 die in 4 hours, a second die after 3 more

“Hairies” are mutated, humanoid mammals, such as bears,
dogs, wolves, raccoons, and cats. Some love being part of a
“pack,” while others are loners.
SCALY
“Scalies” are mutated, humanoid reptiles, mostly lizards. Their
social instincts are weak, but they can learn to have affec-
tion for companions who are good to them.
Mutations
To determine a mutant’s mutations, roll d% on Table 1—3:
Random Mutations. Each mutation has a value. If the total
value of all the mutations you’ve rolled so far is 10 or less,
you can roll for another mutation, or stop rolling mutations
and move on. If the total value of all the mutations you’ve
already rolled is 11 or more, you have to stop rolling muta-
tions. When you stop, move on to Table 1—4: Random Defects.
In general, mutations stack, so you can have fur (+2 natu-
ral armor) over your exoskeleton (+5 natural armor) for +7
natural armor. Lucky mutant. But the GM can limit or disallow
abusive stacking. If you rolled Acidic Bite twice in my cam-
paign, I’d double the acid damage but I’d only increase the bite
damage one “size step,” from 1d6 to 2d4.
Most activated special abilities, such as Light Slip, are free
actions.
hours, etc.).
VARYING VALUES
GMs should feel free to vary the values of the mutations and
defects to fit how powerful they are in their campaigns.
Different GM styles and house rules can make them more or
less powerful. For example, Telepathy is great in a political
campaign but sucks in a campaign about a climactic war
against silicon life.
DAMAGE AND SIZE
Damage for attacks varies with size. This is true for physi-
cal and mental attacks. A mutant rat (Tiny) with Brain Bite,
for example, only deals 1d4 damage with it instead of the
standard 2d4.
MUTATION DESCRIPTIONS
Mutations are listed in alphabetical order.
Acidic Bite
Natural weapon deals 1d6 damage + 1d6 acid damage. The
character can bite in addition to making other attacks, but in
that case all attacks for the round are at –2.
Feat: +1 acid damage, repeatable
Value: 3

LIMITED USES PER DAY Amazing SAVE

If a mutation has a limited number of uses (or dice) per +10 on saves of the listed type.
day, the ability to use the mutation returns over 24 hours. Feat: +2 save, repeatable
Each use (or die) returns in a fraction of 24 hours. Value: 1
For example, a mutant has Psychic Healing (6 dice/day),
and uses the Superior Mutation feat to raise its capacity to Bigger
7 dice/day. If the mutant uses up some of its healing The mutant is one size category larger. For a Medium-size
capacity, the capacity returns at the rate of 7/24 of a die creature, apply these bonuses: +8 Str, –2 Dex, +4 Con, +2

d0019y
 natural armor, –1 size modifier to AC and attack bonuses. For Climbing Hooks
other sizes, see the Monster Manual. The mutant has hooks that make climbing certain, if not fast.
Mutations that have damage dice and other dice related to It has a climb speed of 10 ft. (or +10 ft., if it already has a
hit points are increased. Use the damages listed for weapons climb speed). See climb speed in the Monster Manual. The
of different sizes on Table 1–8: Omega Weapons to determine mutant’s free Climb ranks are 1/Hit Die.
how the dice increase. For example, Psychic Healing heals Feat: +5 ft. climb speed (not more than normal speed)
2d6 damage. For a Large mutant, it would heal 3d6 damage. Value: 1
(You can see on Table 1–8 that 3d6 is one step above 2d6.)
The mutant’s Cryogenesis [Psychic]
speed goes up. If Base New Encumbered As a standard action, the mutant psychically slows the mole-
the mutant also has Speed Speed Speed cules in a small space, about the size of a soccer ball. Used
mutations or 20 ft. 30 ft. 20 ft. as an attack, it deals 1d6 damage. Range: 30 ft. The target’s
defects that affect 30 ft. 45 ft. 30 ft. Will save (versus the mutant’s Psychic Attack check) negates.
its speed, apply 40 ft. 60 ft. 40 ft. Uses: 1/round
those modifications Feat: +1 damage
before adjusting the speed for being bigger. Value: 6
The mutant can use bigger weapons, as normal for a
creature of its new size. Darkvision
Feat: — Darkvision, 60 ft. range.
Value: 7 Feat: +20 ft. range
Value: 2
Blindsense
Like a weak form of blindsight, Blindsense lets a mutant know Dimension Slip
the locations of creatures within 30 ft. regardless of darkness, As a free action, the mutant can become ethereal (as with
fog, invisibility, etc. (though it’s blocked by solid obstacles). ethereal jaunt). The state lasts up to 6 rounds and can be
Feat: +30 ft. range dismissed as a free action.
Value: 1 Uses: 6 rounds/day
Feat: +2 rounds/day, repeatable
Blindsight Value: 5
Blindsight, 10 ft. range.
Feat: +10 ft. range Displacement
Value: 2 As displacement spell, activate as a free action, lasts 5
rounds.
Brain Bite [Psychic] Uses: 3/day
As a standard action, the mutant projects harmful psychic Feat: +1 use/day, repeatable
energy into the brain of its target. The “brain bite” deals 2d4 Value: 6
damage to a nearby living creature. Range: 30 ft. The target’s
Will save (versus the mutant’s Psychic Attack check) negates. Double Healing
Uses: 1/round The mutant’s healing rate is double normal: four times its Hit
Feat: +1 damage Dice per day.
Value: 6 Feat: +4 points healed per day
Value: 1
Carapace
+6 natural armor, –2 Dex. Dual Brain
Feat: — The mutant has a second brain (but not necessarily a second
Value: 3 head). It gets +2 Int, +2 Wis, and +2 Cha. It gets two Will
saves when it would normally get one, and it uses the better
Chameleon Skin result. (A 1 on a single such save is not automatically a fail-
+20 Hide when not wearing armor or more than a little ure, but a 1 on both is.)
clothing. Feat: —
Feat: +2 Hide, repeatable Value: 2
Value: 1
Empathy [Psychic]
Claws The mutant can sense others’ brain waves within 30 ft., pick-
Each claw deals 1d6 damage, and the character can flurry as ing up the presence of minds and their basic emotional states
a monk when attacking with them. The claws are natural (but not their thoughts). Using the mutation is automatic.
weapons, so the character is always considered armed. Feat: +10 ft. range, repeatable
Feat: — Value: 2
Value: 2
Energy Drain [Psychic]
The mutant drains the life energy from those it touches. This

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touch attack is equivalent to an undead energy drain, draining
1 level with each attack. The mutant gains 5 temporary hit
points per successful drain.
The victim’s Will save (versus the mutant’s Psychic Attack
check) negates.
Remember: The temporary hit points from energy drain
stack with each other.
Some people say that a person completely drained of life
dies but then returns from the grave as an “undead” crea-
ture, itself capable of draining life from other living things.
Of course, you can’t believe everything you hear.
Uses: 6/day
Feat: +1 use per day
Value: 7

Exoskeleton
+5 natural armor.
Feat: —
Value: 6

Extra Arm
Each round, the mutant gets one extra one-handed
attack. Alternatively, it can use a shield in that extra
hand, for an extra shield bonus to AC.
Feat: —
Value: 5

Extra Arms
Each round, the mutant gets either one extra two-handed
attack or an extra one-handed attack plus the ability to
use an extra shield.
Feat: —
Value: 8

Fleet Feet
+10 ft. base speed.
If the mutant is larger or smaller than Medium-size, add
the +10 ft. before applying the proportion for size category.
Feat: —
Value: 1

Force Field [Psychic] Fine 2 points

The mutant can gener- Diminutive 3 points
ate a 10-point force Tiny 5 points
field around its body. Small 7 points
The mutant must be Medium-size 10 points
conscious for the force Large 15 points
field to be active. Huge 20 points
If the mutant is Gargantuan 30 points
smaller or larger than Colossal 40 points
Medium-size, its force
field strength is different (as is standard for mutations
that have to do with hit points and damage).
See Force Fields in Chapter 2: Combat.
Feat: +2 points, repeatable
Value: 4

Fur RAMON PEREZ

+2 natural armor, cold resistance 5.
Feat: —
Value: 2

d0021y
 Great Reserves Leech Damage
Reserves is double your hit point score (instead of your hit As a standard action, remove 1d6 points of damage from the
point score). Your healing rate does not change. If your Con touched subject. The mutant then suffers the amount of dam-
modifier changes, your reserves go up or down twice as age healed. Damage is restored first to hit points and then to
much as normal. reserve points. Damage is suffered as hit points (even if it
Feat: +5 reserve points restores reserve points).
Value: 3 Uses: 1/round
Feat: +1d6 points of damage leeched
Haste Self Value: 2
You speed yourself up. Since activating Haste Self is a free
action, you benefit from it on the same round you start it. Leech Strength
You gain the following benefits while hasted: With a touch attack, the mutant can deal 1d4 Strength dam-
+30 ft. unencumbered speed (but not more than double age to another living creature. The mutant gains an enhance-
your unencumbered speed). ment bonus to Strength of the same amount. Multiple
+2 haste bonus to melee attack rolls (not ranged attack rolls). bonuses to Strength don’t stack; only the biggest one counts.
+2 haste bonus to AC (which you lose if you would lose Feat: —
your Dex bonus to AC). Value: 7
1 extra physical attack at your normal attack bonus
each turn. Levitate Self [Psychic]
Uses: 6 rounds/day As a free action, the mutant can psychically lift itself into the
Feat: +2 rounds/day air. It works like the spell levitate, but with personal range.
Value: 3 Caster level = 5th.
Uses: 3/day
Heightened ABILITY Feat: +1 use per day
+10 to the named ability score. Value: 5
If a creature with 1 or 2 Int gets +10 Int, give the mutant
1d12+2 Int instead. Life Leech [Psychic]
Feat: — As a standard action, the mutant drains vital energy from liv-
Value: Strength 6 ing things within 30 feet, friend and foe alike. Use a single die
Dexterity 6 roll for damage and a single Psychic Attack check for the DC
Constitution 6 of the saving throw. Those who fail the saving throw suffer
Intelligence 3 1d6 points of damage. The mutant gains as many temporary
Wisdom 4 hit points as it deals to the other creatures put together.
Charisma 3 Temporary hit points from multiple uses of Life Leech do not
stack. The temporary hit points fade after an hour.
Horns Uses: 1/day
2d4 damage, double damage on a charge. (Remember, a criti- Feat: +1 use/day, repeatable
cal hit on a charge would be triple damage, not quadruple.) Value: 6
The mutant can make a horn attack in addition to its other
attacks, but all attacks are –2 for the round. Light Slip
Feat: +2 damage on a charge, repeatable The mutant bends light around itself, making itself invisible.
Value: 2 The effect lasts 5 rounds. (Attacking doesn’t make the mutant
turn visible.)
Immunity—Poison/Psychic Uses: 1/day
The mutant is immune to poison or to psychic effects. The Feat: +1 use per day, repeatable
mutant can’t suspend its immunity, even if it wants to. Value: 8
Among other things, this means that a mutant who’s immune
to poison can’t get drunk. Light Warp
Feat: — The mutant warps light around itself, creating an effect
Value: 1 equivalent to blur. The effect lasts 5 rounds.
Uses: 3/day
Keen Ears/Eyes Feat: +1 use per day, repeatable
+20 on Listen/Spot. Value: 4
Feat: —
Value: 1 Lightning Touch
Once per day, the mutant can deliver 6d6 points of electric dam-
Keen Nose age with a touch attack. If the attack misses, the electricity isn’t
Scent, 30 ft. range. expended.
Feat: +5 ft. range Once the attack is used, the capacity to use it again returns to
Value: 1 full in 24 hours. (It actually returns one die at a time, pro-rated

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over 24 hours, so that’s one d6 per 4 hours for the standard The mutant can use the bite as a single or primary attack.
6d6 capacity.) The mutant can voluntarily deal less than full dam- If used as a secondary attack, all attacks are at –2 for the
age to save some of the dice for a later attack. round, and the mutant only gets half its Str bonus on damage
Uses: 6d6/day with the bite (as for an off-hand weapon).
Feat: Additional d6 capacity, repeatable; the mutant can still Feat: DC +1
deal only up to 6d6 damage with a single strike Value: 5
Value: 4
Psychic Double [Psychic]
Low-light Vision As a standard action, the mutant can slip into a trance and
Low-light vision. project itself as a “psychic double.” The effect lasts 10 min-
Feat: — utes. As a double, the mutant is incorporeal, appearing as a
Value: 1 translucent, shimmering “ghost.” It can use its psychic abili-
ties but can’t interact bodily with the environment or other
Overpowering Stench creatures. (It can interact bodily with other incorporeal crea-
When the mutant’s adrenaline kicks in, it can let off a power- tures.)
ful stench. All living creatures within 5 ft. of the mutant Uses: 1/day
suffer –2 on attack rolls and skill checks. Feat: +1 use/day
Feat: — Value: 4
Value: 2
Psychic Healing [Psychic]
Padded Feet As a standard action, cure up to 2d6 damage by touch, up to
+10 Move Silently. 6d6 total per day.
Feat: — Feat: One additional d6 per day capacity, repeatable
Value: 1 Value: 4

Pincers Quills
Two natural weapons deal 1d6 damage each. The mutant can If grappling, the mutant can make a quill attack as a free
make a normal attack with one pincer. If it strikes with the action. The quills deal 1d6 damage + half the mutant’s Str
second pincer, all attacks are at –2 for the round. If both pin- bonus (as with an off-hand weapon). Making this extra attack
cers hit the same target, the mutant “rends” the target for does not incur attack penalties, as with many other natural
additional damage of 2d6 + 1.5 x the mutant’s Strength bonus weapon mutations.
(as if wielding a two-handed weapon). Feat: —
Feat: — Value: 2
Value: 2
Rage
Poison Bite Barbarian rage.
Bite deals 1d6 damage + poison. The poison’s primary and Uses: 1/day
secondary damage is 1d6 Str (01–20 on d%), Dex (21–40), or Feat: +1 round duration
Con (41–100). The primary DC is 13. The secondary DC is 18. Value: 4

RAMON PEREZ

d0023y
 Regeneration Telekinesis [Psychic]
Reserve points automatically convert to hit points at the rate As a standard action, the mutant can use telekinesis (as the
of 5 per round, at the start of the mutant’s turn. spell at 5th-level casting). Will saves to negate Telekinesis are
Feat: +1 reserve point converts per round, repeatable made with the mutant’s Psychic Attack result as the DC.
Value: 3 Uses: 3/day
Feat: +1 use/day, repeatable; or +2 caster level, repeatable
Resist Radiation Value: 5
Ignore the first 12 points of Con damage from radiation each
day. Damage that is negated does not cause the player to Telepathy [Psychic]
check for possible mutations or defects. The mutant can detect thoughts (as the spell) and project its
If a mutant gets this mutation a second time, it negates the own thoughts (the equivalent of speech) to a range of 60 ft.
first 12 points of Con damage done each hour. A third time, A will save against Telepathy blocks the subject’s mind for 1
each minute. A fourth time, each round. hour. (The telepath can still detect the presence of the
Mutants with this mutation can live in radioactive areas blocked mind, but can read its thoughts or send thoughts to
indefinitely, and often do. it.) Using Telepathy is a standard action.
Feat: +2 points negated, repeatable Uses: 1/round
Value: 1 Feat: +10 ft. range
Value: 3
Scales
+3 natural armor. Tentacles
Feat: — Improved grab with natural weapons. See Monster Manual.
Value: 3 Feat: +1 on grapple checks, repeatable
Value: 1
Shaper
Alter self (similar to the spell) as a free action. It does not Time Slip
affect gear or other objects, only the mutant’s body itself. The mutant can “slip” forward several seconds in time. To those
The new shape does not have a different natural armor rat- left behind, the mutant seems to disappear. Then, two copies of
ing or ability scores, but it can have camouflaged coloring the mutant appear, one from “now” and one from several sec-
(+10 Hide), longer limbs (+10 ft. unencumbered speed), wings onds ago. The two “selves” each act as a duplicate of the original,
(see Wings mutation), gills, a tail (see Tail mutation), or climb- and at the end of the slip’s duration one copy (determined ran-
ing hooks (see Climbing Hooks mutation). domly) disappears “back” to several seconds ago.
Duration: 10 minutes The slip’s duration is up to 5 rounds. The mutant and his
Uses: 1/day equipment disappear for up to 5 rounds (the duration chosen
Feat: +1 use/day when the mutant first slips), then two appear and fight (or what-
Value: 3 ever) for the same number of rounds, and at the end of that
round one of the two selves (along with that self’s equipment)
Sonic Blast disappears.
Deal 1d6 points of sonic damage in a 30-ft. cone. No save The mutant time slips as a free action at any point in its turn.
for half damage. The amount of its turn that it “gives up” on the round that it time
Uses: 1/round slips is how much of a turn it can take when it time slips back in.
Feat: +1 damage, repeatable If the mutant time slips at the start of its turn, for example, it (or
Value: 8 both of it) gets to take a whole turn when it comes back. If it time
slips at the end of its turn, it can’t take a turn when it slips back
Spring Legs and must wait until the following round to act.
+10 ft. base speed, +30 Jump. Time slip is a great way to effectively double the number of
Feat: — grenades you have.
Value: 2 Uses: Special
Feat: +1 round duration
Swimmer Value: 5
Swim speed 5 ft. See swim in the Monster Manual.
Feat: +5 ft. Tougher
Value: 1 +2 hp/HD. (This also increases your reserves.)
Feat: —
Tail Value: 2
+4 Balance, Jump, and Swim checks.
It’s possible that a mutant without this mutation can have Tremorsense
a tail that doesn’t grant these bonuses, a tail too slim or short Tremorsense 30 ft. See Dungeon Master’s Guide.
or fluffy to be used as a counterweight or paddle. Feat: +30 ft.
Feat: — Value: 1
Value: 1

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 TABLE 1-4: RANDOM DEFECTS
d% Defect Summary Value
1—4 Distinctive Odor Smells horrible 1
5—6 Reduced Charisma –4 to Charisma 1
7—10 Poor Respiratory System fatigued after 5 rounds of combat, lasts 1 hour 2
11—14 Slow –5 ft. Speed 2
15—16 Reduced Intelligence –4 to Intelligence 2
17—18 Reduced Wisdom –4 to Wisdom 2
19 Sensitivity to Acid Double damage from acid 2
20 Sensitivity to Cold Double damage from cold 2
21 Sensitivity to Electricity Double damage from electricity 2
22 Sensitivity to Fire Double damage from fire 2
23 Sensitivity to Poison Double damage from poison 2
24 Sensitivity to Radiation Double damage from radiation 2
25 Sensitivity to Sonics Double damage from sonics 2
26—29 Heightened Metabolism Needs water after 5 rounds of combat;
–5 saves vs. poison, disease 3
30—33 Stiff Motion Always flat-footed 3
34—35 Terrible Fortitude –10 on Fortitude saving throws 3
36—37 Terrible Reflex –10 on Reflex saving throws 3
38—39 Terrible Will –10 on Will saving throws 3
40—43 Real Slow One “step” slower 4
44—46 Poor Dual Brain 10% chance per melee round that you make a
confused action (as confusion spell) 4
47—49 Frenzy Each round of combat, 10% to go bonkers 6
50—53 Fits 10% chance per melee round 7
54—57 Smaller 1 size category smaller 7
58—59 Reduced Strength –4 to Strength 7
60—63 Partial Action Only Applies in combat, not in daily life 8
64—66 Weapon Incompetent Never proficient with weapons (other than natural ones) 8
67—68 Reduced Dexterity –4 to Dexterity 8
69—72 Fear Response Shaken in combat (or other danger) 9
73—75 Bleeder –1 hit point per round per wound until stopped 9
76—79 Crude Hands –4 with all handheld items (weapons, etc.) and
manipulation (e.g., Disabling Device) 10
80—83 Fragile Double damage from weapons (not energy, etc.) 10
84—86 Terrible Vision Can pinpoint creatures with sight out to 30 ft. 12
87—88 Reduced Constitution –4 to Constitution 15
89—90 No Arms Good afternoon, Mr. Stumpy 20
91—100 Stock Defect See Table 1-2: Mutant Stock Statistics —

Uncanny Dodge
Retain Dex bonus to AC when flat-footed or attacked by an Feat: +1 round/hour (The GM can vary this for very big
invisible attacker, and can’t be flanked, as a 5th-level barbarian. and very little creatures.)
Feat: — Value: 5
Value: 1

Wings Defects
The mutant has wings (in addition to other limbs) and can A character with mutations rolls its defects on Table 1–4:
fly at its normal ground speed for up to 6 rounds per hour. Random Defects. If, after rolling a defect, the total value of your
(The mutant is too heavy to fly as easily as a hollow-boned defects exceeds the total value of your mutations, you can stop
bird.) The wings are rolling for defects. Otherwise, you must roll more defects.
useful for getting to Fine: 12 hours/day
the tops of cliffs or Diminutive: 10 minutes/hour DEFECT RULES
getting a good view Tiny: 3 minutes/hour If penalties on abilities take your ability score to 0 or lower,
of the surroundings, Small: 1 minute/hour remember to use Table 2-5: Monster PCs’ Ability Scores and
but not for travel. Medium-size: 6 rounds/hour Table 2-6: Monster PCs’ Intelligence Ability Scores in the
Bigger and smaller Large: 3 rounds/hour DMG. (Technically, you should use these tables whenever an
mutants have differ- Huge: 2 rounds/hour ability has a –4 penalty or worse, or when Intelligence has
ent flight limits: Gargantuan: 1 round/hour any penalty.) Use the 8–9 column for –2 penalty, 6–7 for –4
Colossal: 1 round/day penalty, 4–5 for a –6 penalty, etc.

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 Combat: Many defects trigger during “combat.” These
defects are triggered by stress, and so combat makes them
surface. Other dangerous, stressful circumstances also
trigger these defects.
DEFECT DESCRIPTIONS
Defects are listed in alphabetical order.
Bleeder
Each time the mutant suffers damage (but not subdual dam-
age), it suffers a bleeding wound and loses 1 additional hit
point per round (like being hit by a weapon of wounding).
Bleeding takes place at the start of the mutant’s turn, and all
the bleeding can be stopped with a single DC 15 Heal check.
Value: 9
Crude Hands
The mutant’s hands are not as articulate as a human’s (or as
a normal human’s). It suffers –4 on all attack rolls using
handheld weapons and skill checks that require fine manipu-
lation (such as Disable Device).
Value: 10
Distinctive Odor
The mutant’s odor is easier for creatures with Scent to detect
and follow. Such creatures can detect the mutant if within 60
feet. If the mutant is downwind, the range drops to 30 feet. If
the mutant is upwind, the range increases to 120 feet.
Even creatures without Scent can recognize the mutant’s
presence and even identify the mutant by scent alone.
Value: 1
Fear Response
The mutant’s flight instincts are too strong. In combat or
other dangerous situations, it is shaken (–2 on attack rolls,
weapon damage rolls, and saving throws).
Value: 9
Fits
The mutant has a 10% chance each round to be overcome by
involuntary motions and fall to the ground. Doing so keeps
the mutant from doing anything else that round, and it draws
attacks of opportunity.
Value: 7
Fragile
The mutant’s body and bone structure are faulty. It suffers
double damage from weapon damage. It does not suffer dou-
ble damage from energy damage, psychic damage, etc.
Value: 10
Frenzy
When in combat, the mutant sometimes gets so worked up
that it momentarily forgets who is friend and who is foe.
Every round of combat, the mutant has a 10% chance to
attack a random creature instead of acting normally. If the
mutant is in melee, it attacks one of the creatures that it
could attack (with or without a 5-ft. step). If the mutant is
out of melee, it attacks a random creature that it can hit with
a ranged weapon (if it has a ranged weapon in hand) or
advances on a random creature that it could get to and
attack this round (with a regular move or a charge).
Don’t give a black ray pistol to a buddy who has this
defect.
Value: 6
Heightened Metabolism
The mutant consumes twice as much food, water, and oxy-
gen as normal. After 5 rounds of combat or other intense
physical activity, the mutant must spend a round drinking
water to replenish itself. Until it does so, it’s winded. The
mutant can “reset” by replenishing early, such as fighting for
3 rounds, replenishing, and then fighting 5 more rounds.
The mutant also always suffers a –5 penalty on saves
against disease and poison because its body spreads toxins
and disease organisms throughout its system so quickly.
Value: 3
No Arms
The mutant has no arms, or any arms it has are too defec-
tive to function. It can handle things with its feet, but it can’t
wield weapons and such with them. It can make unarmed
attacks normally (kicks). It is adept at maneuvering its body
without arms, and so it suffers only a –2 penalty on skill
checks that involve arms (such as climbing and swimming). It
can even use its toes (or possibly lips and teeth) to manipu-
late small tools, so it can make skill checks that require fine
manipulation (albeit at a –4 penalty).
Value: 20

Partial Action Only

MUTATIONS, DEFECTS, Combat and other dangerous events overexcite the mutant,
AND HOPELESS CHARACTERS making it hesitate. It can only take a partial action on its turn.
If your character has sucky mutations and punishing Value: 8
defects, you might think your character is hopeless and
that you should get to roll over. You can roll over, as Poor Dual Brain
soon as this character is dead and you’re generating a The mutant has a sec- 01–40 Look around, do
new one. So rush to the fore in combat. Even if your ond brain, which is nothing
character is so misbegotten that you never lay a point of defective. Each round 41–60 Wander in a
damage on the enemy, you’ll at least suck up some of combat, there’s a random direction
attacks that would otherwise hurt the characters that 10% chance that the (single move)
count. Pretty soon, you’re on to character number two. second brain (desperate 61–90 Attack a random
It is improper, however, to roll up your next charac- because of the life-and- creature (as with
ter first and use that to help you decide whether to death situation that it’s Frenzy)
kamikaze your current character. in) wrests control of 91–100 Flop onto the ground
the body from the first (as with Fits)

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brain for that one round. If it does so, roll on this table to Mutations that have damage dice and other dice related to
see what the mutant does. hit points are decreased. Use the damages listed for weapons
Value: 4 of different sizes on Table 1–8: Omega Weapons to determine
how the dice increase. For example, Psychic Healing heals
Poor Respiratory System 2d6 damage. For a Small mutant, it would heal 2d4 damage.
After 5 rounds of combat, the mutant is fatigued for 1 hour. (You can see on Table 1–8 that 2d4 is one step below 2d6.)
If the mutant has been fighting but hasn’t reached 5 rounds It’s harsh to make a mutant’s special powers weaker just
yet, a round spent resting sets the count back one round. because the mutant is smaller. But that way psychic rats
For example, the mutant could fight 3 rounds, rest 2 rounds, don’t deal damage way out of proportion to their size. Plus,
and then fight 4 more rounds. At the end of its turn on that Omega World is all about being harsh.
9th round, the mutant would be fatigued. The mutant is also “one step” slower than normal (like a
Value: 2 character that puts on medium armor).
Value: 7
Real Slow
The mutant is “one step” slower than normal (like a character Base New Encumbered
that gets one size category smaller or puts on medium armor). Speed Speed Speed
Value: 4 20 ft. 15 ft. 10 ft.
30 ft. 20 ft. 15 ft.
Base Speed New Speed 40 ft. 25 ft. 15 ft.
20 ft. 15 ft. 50 ft. 35 ft. 25 ft.
30 ft. 20 ft.
40 ft. 25 ft.
50 ft. 35 ft. Stiff Motion
The mutant’s coordination is jerky. It is always flat-footed.
This means it never gets its Dex bonus to AC, and that it
Reduced ABILITY can’t make attacks of opportunity. (No, you can’t take the
The mutant suffers a –4 penalty to the listed ability. See Combat Reflexes feat, but nice try.)
Tables 2–5 and 2–6 in the Dungeon Master’s Guide (tables (In a campaign in which sneak attacks are common, this
brought to you by people who are serious about math). defect has a higher value.)
Value: Strength 7 Value: 3
Dexterity 8
Constitution 15 Terrible SAVE
Intelligence 2 The mutant suffers a –10 penalty on saves of the listed type.
Wisdom 2 Value: Fortitude 3
Charisma 1 Reflex 3
Will 3
Sensitivity to ATTACK
The mutant suffers double damage from the listed energy Terrible Vision
type, from poison, or from radiation. The mutant can see well enough to pinpoint other creatures
Value: 2 within 30 ft. That is, it knows where those creatures are, but
they are effectively “concealed” to the mutant, so the mutant
Slow suffers a 50% miss chance against them. Beyond 30 ft., the
The mutant’s unencumbered speed is 5 ft. slower than normal. mutant sees light, motion, and possibly texture, but it can’t
Encumbered speed is about 70% of unencumbered speed. pinpoint creatures with sight.
Value: 2 May I be so bold as to recommend that a mutant with this
defect consider the feat Blind-fight, which helps a great deal
Unencumbered Encumbered in melee, if not with ranged attacks? Also, running recklessly
Speed Speed into combat and fiddling with unknown relics couldn’t hurt.
15 ft. 10 ft. Value: 12
25 ft. 15 ft.
35 ft. 25 ft. Weapon Incompetent
45 ft. 30 ft. The mutant’s brain doesn’t “grok” weapons. The mutant is
never proficient with weapons (other than natural weapons)
and thus suffers a –4 on attack rolls with weapons.
Smaller (Grenade-like weapons, however, require no proficiency.)
The mutant is one size category smaller. For a Medium-size Value: 8
creature, apply these bonuses: –4 Strength, +2 Dex, –2 Con,
+1 size modifier (to attack and AC). For other sizes, see
Advancement in the Introduction of the Monster Manual. Use
the table to back-figure the modifications.

d0027y
 Explorer
Class TABLE 1-5: THE EXPLORER
All Omega World PCs are explorers. Base Good Middle Bad
Explorers are the versatile, handy, tough Level Attack Save Save Save Special
survivors who can overcome, or at least 1st +0 +2 +1 +0 Bonus Feat
face, the various hazards and horrors of 2nd +1 +3 +1 +0 Bonus Feat
Omega World. 3rd +2 +3 +2 +1 Bonus Feat
4th +3 +4 +2 +1 Bonus Feat
GAME RULE INFORMATION 5th +3 +4 +3 +1 Bonus Feat
Explorers have the following game 6th +4 +5 +3 +2 Bonus Feat
mechanics. 7th +5 +5 +3 +2 Bonus Feat
Abilities: Explorers can make use of 8th +6/+1 +6 +4 +2 Bonus Feat
good scores in any abilities. 9th +6/+1 +6 +4 +3 Bonus Feat
Alignment: Characters in Omega 10th +7/+2 +7 +5 +3 Bonus Feat
World have personalities, motivations, If you manage to get past 10th level without your leg getting chewed off by a giant
hopes, and fears, not alignments. ladybug, you can do the math.
Hit Dice: d10

CLASS SKILLS Omega characters have to be adaptable. As with feats (see

Select any 8 skills as class skills. Skills common among below), you can hold your current level’s skill points undefined.
explorers include Climb, Diplomacy, Handle Animal, Heal, Instead of applying them immediately on gaining a new level,
Hide, Listen, Move Silently, Psychic Attack (if the character you can wait until later. You can only define skill points
has a psychic attack mutation), Ride, Search, Spot, Swim, between adventures. (You can’t apply them to Swim after
Tumble, and Wilderness Lore. you’ve fallen into a raging river.) You have to define them
A pure-strain human may take a Tech skill as a class skill. before going up the next level. If you gain enough XP to go up
Mutant PCs can buy ranks in the skill, but it’s always a cross- a level while you have skill points undefined, you have to define
class skill for them. them before making any level-up changes to your character.
An explorer may spend 2 skill points to be able to speak Your character can start with its current level’s skill
“the Ancient tongue,” and another 2 points to be able to read points undefined.
it. (You can spend 2 points to be able to read and write
whatever bastard tongue you speak, but hardly anyone ever PSYCHIC ATTACK (CHA)
writes anything in it.) A mutant with some form of psychic attack uses this skill to
overcome another creature’s resistance.
Skill Points at 1st Level: (4 + Int) x 4 Check: When you make a psychic attack, make a Psychic
Skill Points at Each Additional Level: 4 + Int mod Attack check. That’s the DC for the defender’s saving throw.
No, it isn’t any fair to have a skill check (which can go
CLASS FEATURES +1 level) opposed by a Will save (which goes up at best +1
All of the following are the class features of the explorer. per 2 levels). But if psychic attacks are supposed to remain
Weapon and Armor Proficiencies: Explorers are proficient viable in a world with torc rifles, they can’t be fair.
with melee weapons and crossbows (see Table 1–8: Omega Since you can use this skill untrained, a mutant without
Weapons). Explorers are not proficient with bows by default this skill sets the DC of its psychic attacks with a Cha check.
because crossbows are more common among civilized Retry: Every time you make a psychic attack, you roll
groups. (You can take proficiency with a bow as a feat.) your check again.
Explorers are proficient with light
armor.
Saving Throws: Each explorer has TABLE 1-6: BEGINNING SKILL POINTS
one good saving throw, one middle Hit Base Int Minimum
saving throw, and one bad saving Stock Dice Skill Points Mod Skill Points
throw, chosen at character creation. Clicky, 2 20 x5 5
Bonus Feats: At each level, an Hairy,
explorer gains a bonus feat, which may Scaly
be any feat. This is in addition to the Mutated 3 24 x6 6
feats a character gets by virtue of race Human
or of character level. Pure Strain 4 35* x7 7
Human
Skills * includes the extra 7 human bonus points
Omega World has two new skills: Tech
(working with relics) and Psychic Attack Base Skill Points: The base number of starting skill points, not modified by Int.
(for mutants with psychic attacks). Int Mod: Multiply Int mod by this factor to get additional skill points.
Minimum Skill Points: Even if you’re really stupid, you start with this many skill points.

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TECH (INT; TRAINED ONLY) Prerequisite: Armor Proficiency (light), Armor Proficiency
Use tech skills to identify and repair broken relics. (medium).
Like the Knowledge skill, Tech actually encompasses a Benefit: See Armor Proficiency (light) in the PH.
number of unrelated skills. Tech represents the study of and Normal: See Armor Proficiency (light) in the PH. Plus, the
familiarity with some aspect of advanced engineering or character does not get the bonuses to skill checks, ability
jury-rigging. There are four Tech skill types: checks, or abilities that the armor may provide.
• Bang: Explosives, gunpowder weapons, internal combus-
tion engines, etc. Multishot [General]
• Hard: Metals, alloys, structures, vehicles, armor, etc. You can use the autofire option on relic weapons with
• Med: Medicine, surgery, medical relics, etc. exceptional accuracy.
• Zap: Energy weapons, beams, force fields, etc. Prerequisites: Point Blank Shot, Rapid Fire, Dex 13+.
When using the autofire option on a relic weapon, reduce
Check: Getting a busted the penalty for each attack to –2 (for multifire) or –4 (for
relic working requires a Status DC autofire). See Chapter 2: Combat.
check against a DC that Perfect 1d10+15
depends on the status of Good 1d10+20
the relic. It also requires a Bad 1d10*+25
set of tools suited to the Broken no
skill (see Gear).

*If the d10 comes up odd, add that number and roll
again. Repeat if you roll odds multiple times.
Retry: Yes.
Special: Among PC stocks, only a pure-strain
human can take Tech as a class skill.

Feats
All standard feats are allowed, except the ones that
don’t make any sense in Omega World. Some feats
you’ll find in supplemental sourcebooks are also
probably OK, just ask the GM. Special feats for
Omega World are described below.

UNDEFINED FEATS
Omega characters need to be adaptable to survive.
Therefore, you may hold your current level’s feats
undefined, and define them at any point before you
next advance a level. That way, for example, if you
find a Mark V blaster pistol you can define your
feat as “Relic Weapon Group Proficiency (Relic
Ranged Weapons)” right away instead of waiting
until you level up and get another feat.
You can only define an undefined feat between
adventures. (You can’t define your undefined feat as
Lightning Reflexes just before making a saving
throw against a grenade’s explosion.)
If you gain a new level before defining any unde-
fined feats, you must define those feats immediately.
You must use the scores you have at your current
level as prerequisites rather than the scores you’ll
gain at your new level. For example, if you have 12
Strength, you can’t hold your 7th-level feat unde-
fined until you reach 8th level, increase your
Strength to 13, and then define Cleave as your 7th-
level feat. (But I don’t blame you for thinking of it.)
RAMON PEREZ
FEAT DESCRIPTIONS
Feats are listed in alphabetical order.

Armor Proficiency (powered)

You can use powered armor efficiently.

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 Relic Weapon Group
Proficiency [General]
You are proficient with one of the fol-
lowing groups of weapons:
• Relic Ranged Weapons (guns)
• Relic Melee Weapons
(vibro blades, etc.)
• Relic Heavy Weapons (big guns)
Benefit: You make attacks normally
with those weapons.
Normal: You suffer –4 on attack rolls
with relic weapons. No proficiency is
needed, however, with grenades or with
weapons that don’t require attack rolls.
Special: You can take this feat multi-
ple times, each time for a different relic
weapon group.
Superior Mutation [General]
Your mutation is better than average.
Prerequisite: A mutation that gets
better when feats are applied to it.
Benefit: See the mutation in question.
Special: Most mutations allow you to
take the Superior Mutation feat multiple
times.
Gear
A beginning character gets 8 pieces of
regular gear plus 1 random special gear.
Pure strain humans get an extra 2
pieces of random special gear. Roll
twice on Table 1-7: Random Special
Gear to determine special gear.
RAMON PEREZ
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REGULAR GEAR
A beginning character starts with 8 of
the following items:
Good Weapon (plus 20 projec-
tiles, if a projectile weapon), see
Table 1–8: Omega Weapons
Set of armor, see Table 1-9:
Omega Armor
Shield (small or large), see Table
1-9: Omega Armor
50 projectiles (arrows, etc.)
Camping gear
A weeks’ provisions
Set of Tools (for a Tech skill,
such as Tech [zap])
Climbing gear (rope, pick-axe,
pitons, harness, etc.)
First aid kit (healer’s kit from the
Player’s Handbook)
RANDOM SPECIAL GEAR
DESCRIPTIONS
Battle Mount: A Medium-size
explorer with a battle mount has a
podog, a Large mutated dog. A Small
explorer with a battle mount has a
giant lizard (see Monster Manual) that’s
trained as a battle mount.
Hybrid Weapon: A hybrid weapon
of the player’s choice See Table 1-8.
Random Working Relic: Roll for sta-
tus on Table 4–1: Random Relic Status
and type on Table 4–2: Random Relics.
Riding Mount: A Medium-size
explorer with a riding mount has a
hopper, a Large mutated rabbit (see
Chapter 5: Encounters). A Small
explorer with a riding mount has a
giant beetle. Use the MM scores for the
bombardier beetle, except that the giant
beetle does not spray acid.
Trade Goods: Portable, valuable
goods, worth about as much as a riding
mount or a hybrid weapon. Player’s
choice as to what they are, but they
could be spices, special fabrics, or
relics (everyday items). As has been
true in most of human history, addic-
tive, mood enhancing drugs are popular
trade goods (mostly coffee, tea, alcohol,
and tobacco).
TABLE 1-7: RANDOM
SPECIAL GEAR
d% Special Gear
01–30 Hybrid Weapon
31–60 Trade Goods
61–75 Riding Mount*
76–80 Battle Mount*
81–100 Random Working
Relic (random
working status)
*If the explorer is Large, instead of
a mount it has a hybrid weapon
(01–50) or trade goods (51–100).
TABLE 1-8: OMEGA WEAPONS
Melee Weapon
Size Primitive Good Hybrid Weight
Tiny 1d3, 20/x2 1d4, 20/x2 1d6, 19–20/x2 1 lb.
Small 1d4, 20/x2 1d6, 20/x2 2d4, 19–20/x2 2 lb.
Medium-size 1d6, 20/x2 2d4, 20/x2 2d6, 19–20/x2 4 lb.
Large 2d4, 20/x2 2d6, 20/x2 3d6, 19–20/x2 8 lb.
Huge 2d6, 20/x2 3d6, 20/x2 4d6, 19–20/x2 16 lb.

Thrown Weapon
Size Primitive Good Hybrid Weight
Tiny 1d2, 20/x2 1d3, 20/x2 1d4, 19–20/x2 1 lb.
Small 1d3, 20/x2 1d4, 20/x2 1d6, 19–20/x2 2 lb.
Medium-size 1d4, 20/x2 1d6, 20/x2 2d4, 19–20/x2 4 lb.
Large 1d6, 20/x2 2d4, 20/x2 2d6, 19–20/x2 8 lb.
Huge 2d4, 20/x2 2d6, 20/x2 3d6, 19–20/x2 16 lb.

Bow* or Crossbow
Size Primitive Good Hybrid Weight
Tiny 1d2, 20/x2 1d3, 20/x2 1d4, 19–20/x2 1/2 or 1 lb.
Small 1d3, 20/x2 1d4, 20/x2 1d6, 19–20/x2 1 or 2 lb.
Medium-size 1d4, 20/x2 1d6, 20/x2 2d4, 19–20/x2 2 or 4 lb.
Large 1d6, 20/x2 2d4, 20/x2 2d6, 19–20/x2 4 or 8 lb.
Huge 2d4, 20/x2 2d6, 20/x2 3d6, 19–20/x2 8 or 16 lb.

*Explorers are not proficient with bows as a class feature. You need a feat to use one proficiently.

Melee Weapons: Axes, spears, swords, clubs, etc.

Primitive: Clubs, throwing rocks, wooden spears, etc. Hand-made from raw materials. Savages have primi-
tive weapons, and explorers can easily fashion primitive melee weapons and throwing weapons from sticks
and stones.
Good: Competently built weapons, often with metal parts scavenged from ancient sites. Or ancient items
used opportunistically as weapons, such as tire irons and parking meters. Explorers start with good
weapons.
Hybrid: Expertly built weapons using Ancient materials. It’s not necessarily a relic weapon. Usually it’s a
weapon built using relic materials.

TABLE 1-9: OMEGA ARMOR

Armor Bonus Max Dex Check Weight
Cloth (= padded) +1 +8 0 10 lb.
Leather +2 +6 0 15 lb.
Half-metal (= studded) +3 +5 –1 20 lb.
Metal* (= scale) +4 +3 –4 30 lb.
Small shield (wooden) +1 — –1 5 lb.
Large shield (wooden) +2 — –2 10 lb.
*Metal armor is medium armor. An explorer needs the Armor Proficiency (medium) feat to use it effectively,
and it slows movement speed.

Metal Armor: The only metal armor commonly available is the equivalent of scale. Practically nobody makes
other kinds of metal armor because practically no communities have the resources needed. Communities are
more likely to thrive by exploiting ancient relics than by putting together the capital and expertise necessary to
create sophisticated, medieval-style armor. Relic armor is therefore more common than chainmail or plate armor.

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 Jonathan Tweet’s

ANTHONY WATERS
GAME DESIGN: JONATHAN TWEET
EDITING: ERIK MONA
ART DIRECTION/GRAPHIC DESIGN: KYLE HUNTER
LOGO DESIGN: SEAN GLENN
COVER: PUDDNHEAD
INTERIOR ART: JOACHIM BARRUM, JEFF CARLISLE, TOM FOWLER, MIKAEL NOGUCHI, RAMON PEREZ, ANTHONY WATERS
PLAYTESTING: JODY ANDERSON, RON BUTTON, DONALD CLARK, ROB DALTON, SEAN DAWSON, DUSTIN GROSS, ROB HEINSOO,
PAUL HUGHES, MARK JESSUP, WARREN "DARK WOLF" JOHNSTON, ROB LIGHTNER, LARRY MANN, GREG OKUBO, MIKE WHITE

Table
of Contents
CHAPTER 1: CHARACTERS 16
CHAPTER 2: COMBAT
& FREE-FORM XP 32
CHAPTER 3: RELICS 36
CHAPTER 4: ENCOUNTERS 42
CHAPTER 5: CAMPAIGNS 54

This POLYHEDRON d20 System Mini-Game requires the Dungeons & Dragons Player’s Handbook, Dungeon Master’s
Guide, and Monster Manual to play. POLYHEDRON Mini-Games adapt the standard D&D rules and conventions to
nonstandard settings and genres. Unless specifically noted in the text, this Mini-Game follows the core D&D rules.
If you know how to play Dungeons & Dragons, you’ll pick up the rules of this game in moments.
Omega World utilizes game mechanics developed for the new Dungeons & Dragons game by Jonathan Tweet,
Monte Cook, Skip Williams, Richard Baker, and Peter Adkison and is based on the original Gamma World
Roleplaying Game by Jim Ward and Gary Jaquet (with additional material in later years by David James Ritchie
and others). This Wizards of the Coast game contains no Open Game Content.

Based on the original Dungeons & Dragons game by Gary Gygax and Dave Arneson.

Dungeons & Dragons, D&D, and Dungeon Master are registered trademarks owned by Wizards of the Coast, Inc., a subsidiary of Hasbro, Inc. POLYHEDRON and
the d20 System logo are trademarks owned by Wizards of the Coast, Inc. No portion of this work may be reproduced in any form without written permission
from the publisher.

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 If your little band of explor-
ers can survive the toxic
swamps and radioactive winds,
you will reach the fabled
lands beyond the waste-
lands. Based on stories
you've heard from other
explorers, you know
you could find
radioactive
ruins from
before the
Bomb, mutant
cannibal
tribes, homici-
dal robots, and
nightmarish
predators. If
you can also
find some
relics mighty
weapons and
tools of the
Ancients great
power can be
yours.
PUDDNHEAD

Jump in
the Fire
You come from a settlement of a few hundred souls—
mutated humans, pure strain humans, and mutated animals.
Somewhere in a pocket of fertile ground, surrounded by
toxic and radioactive wastelands, your people scrape
together a life. You hide from the deathbots, trade with
nomadic mutants, and tend modest crops.
The elders have told you stories about the Golden Age,
when people—called the Ancients—didn’t have to work
because the machines were their slaves and did all the work
for them. All the people had plenty of food. They had boats
that flew and took them to the stars. They even had special
machines to pick the fleas and ticks off themselves, so
nobody ever itched, or so the stories go. But then the
Golden Age ended in fire hotter than fire.
The machines started the war, wayward creations that
rose up against their creators, rebels who destroyed those
who had given them minds and electronic life.
Or maybe the beasts started it, animals that science had
given human-like forms, human-like minds, and human-like
hatreds.
Others say it was the cryptic alliances, shadowy societies
shrouded in secret and bent on controlling the world.
Then again, it could have been the androids, perfect peo-
ple seeking to erase those who were less than perfect.
Or was it just people, humans unworthy of the Golden
dkylrhunterqs
Age, unworthy of peace, who destroyed their own planet and
left ash and slag for the freaks and the robots to fight over?
Many say they know the answers, but few agree on what
they are.
What they can agree on is the present, a world of mutants,
poisons, and rampaging machines. Into this world you have
been born. Now is the time for you to make your place in it.
Somewhere, on the other side of the wastelands, are ruins
where mighty relics lie. These weapons of the Ancients can
make you a warlord, a conqueror, or a hero, if you can find
them and use them. Roaming across the land are tribes of
savages. They’ll eat you if they can, but they may fear and
serve you if you are strong. Here and there are other settle-
ments of decent folk who may welcome you if you bring
news and goods to trade. And somewhere are the mortal
enemies of all sentient life, which you must defeat, if you can
only figure out who they are.
Omega World Summary
Omega World is a high-action d20 System RPG in a world
devastated by global warfare and overrun by mutants. It fea-
tures weird powers, strange monsters, insane NPCs, and big
guns. It’s “high flux,” with the promise of great rewards and
the constant threat of pointless demise.

y0014d
 Omega World is meant to offer a different roleplaying
experience than that presented in the core Dungeons &
Dragons game. It's more random and less balanced. It's
meant to be a lot of fun to play for a little while, but it's not
designed to hold up as an indefinitely long campaign. Still, it
is designed to have lots of good and bad things happen to
the PCs in even a few sessions.
On another level, Omega World is a lot like D&D. The PC
party treks through the wilderness and explores ruins, fight-
ing monsters and looking for treasure. You can have fun, at
least for a while, just by following the fight-loot-repeat cycle.
If you know how to set up a D&D adventure, you can create
an Omega World adventure, too.
Omega World PCs advance quickly, gaining XP and relics
to make them more powerful. But they also die at a relatively
high rate. Rolling up your next character, however, is fun
and fast, so don’t worry too much about the high kill rate.
Omega World PCs aren’t terribly balanced. You can get
lucky and have good mutations that work together, and you
can get unlucky and wind up with no mutations to get
excited about. For a short campaign with a high death rate,
this imbalance is part of the fun.
The science in Omega World sucks. This is a game about
big, crazy powers and big, crazy guns, not about genetics
or physics.
How is it Different?
Omega World rules vary in several basic ways from stan-
dard d20.
MUTATIONS AND DEFECTS
Most characters (and monsters) have mutations and defects.
These are the chief way that PCs are differentiated from
each other, and you get them randomly.
STARTING LEVEL
PCs start at 4th level so that they are powerful enough to
fight cool monsters right out of the gate. Most PCs, however,
are mutants, with an effective level 1 or 2 levels higher than
actual level. They start out at 2nd or 3rd level but are
treated as 4th-level characters in terms of XP.
EXPLORER CLASS
All PCs are the same class—explorer. The explorer is sort of
a souped-up expert. It has no unique class features because
Omega World is about your mutations and your guns, not
about your class.
RESERVES
Since there’s precious little healing in Omega World (and a
fair bit of damage), the rules introduce “reserves.” Reserves
are your character’s ability to recover quickly from wounds.
TREASURE AND WEALTH
Finding treasure is a big part of Omega World, but treasure
doesn’t have a standard price or value. There’s no stable eco-
nomic system in which prices can attach to goods. PCs will
have to barter if they want to exchange goods with NPCs.
ANTHONY WATERS
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